Lion Guard Adventures: Rise of Evil
by CyberChick135
Summary: The Adventure Continues...As the dry season approaches, the Lion Guard's job gets harder. An evil from the Pride Lands' past resurfaces, and organizes his own army. Along the way, old allies reappear and new allies are made. Answers to questions long forgotten are found, and new feelings begin to form. {2nd in Lion Guard Adventures series} [on hold]
1. Babysitter Bunga

**Babysitter Bunga**

* * *

**A/N: Here we go everyone, season two of **_**Little Star and the Lion Guard Adventures **_**has officially begun! I'll answer a few questions that were left in reviews on the last chapter of the previous installment.**

**738: **Well, now that we're in season two, the Backlands will be explored soon.

**24680: **That is a very strong possibility. This chapter will prove it.

**KNFOBB: **Chapter fifteen of this story will showcase all the animals of the Backlands. I can tell you a few species; Lions, Leopards, Gorillas, and Hawks.

**Lockieboy1819: **Well here's the start of season two! Hope you enjoy it.

**18Andrew: **I'm glad you enjoyed the first installment, and hope you'll enjoy this sequel just as much.

**FWFKBS: **I will disclose the Wisest from Scar's Guard during a future chapter. As for if the Fiercest and Wisest were always friends that turned to more, I'll only say it was true for the First Lion Guard. More on that's to come in season three.

**kickykyo: **Thank you for reading this story and I hope you'll love what I have in store for the second season.

**Fanficteller: **Season two is finally here! Nyota's past will be revealed, and her and Kion will definitely grow closer. Wait and see.

**Shane Hedin: ** Your review was a little confusing for me. Why don't you create an account and you can PM me about your questions and I'll answer as best I can.

**johannvanguard: **Helping Pride Landers solve problems is what the Lion Guard is all about. I'm glad you liked the Guard moment at the end, I figured it would be the perfect way to end the first installment. Truth be told, I happened to be listening to the song "Friends To The End" from the third season of _The Lion Guard_, and that's what gave me the idea. Hope you'll enjoy the second season.

* * *

**Song Key:**

* **"Word's appearing like this indicate solo vocals."**

* _**"Words appearing like this indicate chrous/unison vocals."**_

**Now, without further adieu, here's the premier of **_**Little Star and the Lion Guard Adventures: The Rise of Evil...**_

* * *

The Pride Lands, a beautiful kingdom, a home to all sorts of animals. A kingdom of peace and harmony amongst all its inhabitants, free to live without much fear, most of the time. Today was not one of those worry free days. Not far from a grazing zebra herd, a dark beige cub stood behind a pile of boulders, her tongue gliding across her fangs. Beside her stood a female, adult jackal.

"I love the smell of zebras in the morning." Reirei chuckled, sniffing the air. "Smells like breakfast."

"You said it, Ma." Kiji agreed with a snicker. She turned around and jumped off the boulder, landing in front of two young pups. "Dogo, Kijana, this is a perfect opportunity for you to try out what we've been practicing." She grinned with a flick of her tail.

"You mean, luring the little one away from the herd?" Dogo asked.

"'Cause they're young and easy to trick?" Kijana followed a second later.

Kiji nodded, "That's right." she confirmed. "Remember, chase 'em, charm 'em..."

"And then, chomp 'em!" cut in Goigoi with a chuckle.

Reirei laughed, "Exactly. Now, we'll scare the herd while you two find yourselves a little one." she met the eyes of her young pups, who nodded in agreement. "Great. Let's go!" The jackal matriarch leaped over the boulder pile and led the charge against the zebra herd, with her lioness cub by her side.

* * *

Nearby, the Lion Guard was going about their morning patrol, when a few members suddenly caught a familiar scent on the wind. "You two smell that?" Kion asked, glancing at the two female felines on either side of him.

Fuli and Nyota each sniffed the air, and nodded to one another. "Yeah, and it doesn't smell good." replied the Guard's fastest member.

"Don't look at me." Bunga held his arms up in surrender. "I'm back here."

Nyota rolled her eyes, "It's not you, Bunga." she exonerated. "It's jackals." The Guard's wisest glanced to the bird perched on her shoulder, "Ono."

The Guard's keenest of sight raised his left wing to his head, "I'll see what I can see." Ono took off from Nyota's shoulder and scanned the Pride Lands from the skies. "Hapana." he gasped, once he caught sight of the pack. "It's Kiji and the jackals!" he alerted. "They're attacking Muhimu's herd!"

"Then, we need to move." Kion ordered. "Till the Pride Lands end...

"...Lion Guard defend!" the rest of the Guard finished as they raced across the grasslands to help the zebra herd.

* * *

The jackals barked and Kiji growled as they ran right towards the zebra herd. Muhimu looked up and screamed, "Panic and run! Panic and run!" The rest of her herd immediately stopped their grazing and let out high-pitched whinnies as they ran away from the predators chasing them.

Hamu ran as fast as he could, trying to keep up with his mother and the rest of the herd. "Panic and run, Hamu!" Muhimu urged. "Panic and run!"

"I am panicking..." Hamu panted. "...but you're running too fast."

A dark grin spread across Kiji's pale beige muzzle, "See that little zebra there?" she asked, glancing down at Dogo and Kijana, who were running on either side of her. "You know what to do."

"We sure do, big sister." Kijana giggled.

"Yeah Ki." added Dogo, with a wide smile. He watched as his twin sister ran ahead after Hamu. "Hey, wait up, Kijana!"

* * *

Ono flew overhead, keeping his eyes on Muhimu's herd. "A couple of jackals have separated Hamu from the rest of the herd!" he informed the rest of the Guard running below.

"Hamu!" Bunga repeated, his eyes wide. "Stinkin' Jackals." he muttered.

"Bunga, you and Ono, go help Hamu." Nyota told them, glancing from the egret to the honey badger. "The rest of us will take on Kiji and the rest of the jackals." Her stormy blue eyes narrowed at the mention of the other lioness' name. Ono flew off towards the direction he saw Hamu run, while Bunga kept pace with the avain member of the Guard.

* * *

Kijana ran into the tall grass to conceal herself while Dogo continued to run after Hamu, calling out for him to slow down and wait up. "But...you're a jackal." the young zebra pointed out, continuing to run.

"Yeah, but I'm a friendly jackal." Dogo grinned, innocently. "I just wanna play."

"You do?" Hamu questioned, raising his eyebrow.

Dogo nodded as he continued to run after Hamu, "Yeah, we can play...tag."

Hamu skidded to a halt and faced the jackal pup. "I do like tag." he agreed.

* * *

Meanwhile, the rest of the pack were chasing after the panicking zebras. Goigoi was coming up on the heels of one of the herd members, "Oh." groaned the adult male jackal. "Slow down so I can eat ya."

The next instant, Goigoi was knocked into the air by a blur of yellow and brown, which sent him tumbling a few feet before landing flat on his stomach. The Guard's fastest stepped up and looked down at the jackal with a smirk, "Now, who's slowing down?" the cheetah questioned with a quirked brow.

"Uh..." Goigoi glanced up, "...not the zebras." He quickly jumped to his feet and ran away from Fuli.

Two teenage jackals were chasing after five zebras who had veered off, when suddenly the group split and Beshte came charging forward, "Twende Kiboko!" the Guard's strongest shouted as he knocked the two pups into the air. The pair landed on the ground with pained grunts.

* * *

Dogo stood in front of Hamu, wagging his tail, "Let's play surprise-tag!" he suggested, jumping up and down excitedly. "You stand still, and close your eyes." Hamu followed Dogo's instructions, unaware of the fact that Kijana was sneaking up on him from behind.

"Hamu!" Ono yelled, flying above the young zebra. "Behind you."

"Lion Guard?" Dogo questioned, his ears flattening. "No, don't spoil the surprise."

Hamu turned around and saw Kijana, who gave him a semi-innocent smile and a wag of her tail. Out of the grass jumped Bunga, who tackled the female pup and pinned her down. "What kind of game is this?" Hamu asked, narrowing his eyes at the male pup.

Dogo hunched low, narrowing his eyes into a glare. "It's the last game you'll ever play, zebra." he threatened. Before Dogo could even prepare to pounce, Ono dive-bombed him, forcing him to bare his fangs and growl.

"I don't think you play tag with your teeth." Hamu pointed out, backing away from Dogo.

"Jackals do." the pup retroted, slowly advancing on the baby zebra.

Bunga struggled to keep Kijana pinned down, "Kick him, Hamu!" he told the young zebra. "Kick him!"

A small smirk crossed his muzzle, "Tag!" Hamu chuckled, kicking Dogo into the tall grass. "You're it."

Bunga rounded up the two pups and stood on their tails so they couldn't run, "Good guys, two. Jackals, nothing." he chuckled, wiping his palms together.

* * *

Kiji ran after Muhimu, her orange eyes narrowed on her prey. "I've got you now." she cackled.

Muhimu shrieked and tripped over her hoofs, her eyes widening as Kiji leaped into the air, brandishing her claws. "Not today!" roared Nyota, who jumped over a boulder a few feet behind Muhimu. The two lionesses tackled eachother, sending them rolling away from the zebra leader.

Reirei growled as she chased the remaining members of the herd, laughing as she closed in on them. "Give it up, Reirei!" Kion ordered, standing atop a boulder in front of her. "You're the last one standing."

The jackal matriarch skidded to a halt, "I am?" she glanced around, looking for her mate and children.

Out of the tall grass came Kiji and Nyota, the darker furred cub landing on top of her jackal mother's back, while the lighter furred cub stood tall in front of the boulder pile. "Well, not anymore." Kion chuckled as he jumped down, landing next to his best friend, while Muhimu and the rest of her herd regrouped.

Muhimu looked around, realizing that her son was nowhere to be found. "Hamu? Hamu!"

"Right here, Mom." Hamu answered, walking beside Bunga, who was dragging the two pups by their ears. The honey badger released them and they ran back to their mother. "Bunga saved me." the younger zebra told his mother.

"Nah, you saved yourself." the Guard's bravest shrugged off.

Hamu looked up at Muhimu with his wide, blue eyes. "Bunga told me to kick, and I did!" he exclaimed.

"Did you hear that, Kion?" Reirei gasped, "That little zebra attacked my kids." While the jackals were playing the victim, Kiji kept her eyes set in a hard glare, which was only kept and matched by Nyota, who's eyes were set in a glare of their own.

"Don't worry, Reirei." Kion played along, "You'll be safe from these vicious zebras once you're back in the Outlands."

Reirei's ears fell to the sides of her head, "No justice for jackals, I guess." she sighed. "All right, let's go." She led the rest of her family back to the Outlands. Kiji followed her jackal family, but kept her eyes on Nyota for a few moments longer, before spinning on her heels and catching up with the rest of the jackals.

"Great job, everyone." Kion praised, turning back to face the rest of his Guard. They all turned to head back to their Lair.

"Lion Guard, wait!" Muhimu called out, her voice still laced with panic. "You can't just go. We've been attacked."

"It's okay Muhimu." Nyota soothed, turning back to face the female leader. "Kiji and the jackals are gone now. You and your herd are safe now."

"No need to panic." Ono added, perching between Nyota's shoulders. "Or run."

"Yes, I know, but I..." Muhimu took a shallow breath, "I'm still sort of shaken up."

"You just need to relax, Muhimu." Beshte suggested. "Take some time for yourself."

"Well, I'd love to..." the female herd leader sighed, "...but what would I do with Hamu?" She looked down and noticed her son wasn't beside her. Instead he was frolicking around with Bunga. "Maybe Hamu can stay with Bunga." Muhimu voted. "They really get along together."

"Stay with me?" the Guard's bravest questioned.

"Stay with Bunga?" Hamu repeated. "That sounds great!" he jumped up with excitement.

"What do you think, Bunga?" Kion asked, looking to the honey badger. "You okay keeping an eye on Hamu for a little while?"

Bunga shrugged his shoulders, "Sure, why not?" he agreed. Hamu shouted in excitement and the two continued to chase eachother.

"Oh, thank you." Muhimu sighed in relief. "I can relax now knowing that my little one is with someone so responsible." She walked off towards the watering hole.

"Hamu!" Bunga called out, jumping onto the young zebra's back, covering his eyes. "You wanna dive off Hakuna Matata Falls?"

"Yeah!" Hamu exclaimed.

Fuli blinked her bright, green eyes. "Did she say, 'responsible'?" she questioned, referring to Muhimu's earlier statement. The rest of the Guard just shrugged their shoulders, before heading off back towards Pride Rock.

* * *

The five members of the Lion Guard relaxed in their Lair, with Beshte in his pool, Fuli on a flat rock as far from the water as possible, Ono in his nest, and Kion and Nyota laying side by side on the sloping rock overlooking the water. The female lion cub was busy cleaning her upper legs and side.

Ono flew out of his nest and landed in front of the two lion cubs, "Uh, Kion..." the egret cleared his throat, getting the Guard leader's attention, "I was wondering..."

"What is it Ono?" Kion asked, taking note of the concern in the egret's eyes.

"Well...I'm a bit concerned about Bunga being away." Ono admitted.

Nyota let out a light giggle, lifting her head and crossing her paws, "I'm sure Bunga will do great with Hamu." she assured, nudging the bird with her nose.

Ono shook his head, "I'm not worried about that. I'm worried about us." he corrected. "We do depend on Bunga."

"For funny smells?" Fuli chuckled, getting to her feet and stretching her limbs. "Bad jokes?"

"Fuli, you know Bunga is the bravest." Beshte reminded.

"And he's the best climber." Ono added.

Nyota cleared her throat, "Hey, I'm a decent climber too." she pointed out, sitting up and scratching an itch behind her right ear. "Comes from living in a Baobab Tree your whole life." she added under her breath.

"Yeah, okay." the keenest of sight nodded. "But you don't always go for the rescue that involves climbing if something else is going on too." he noted. "What if we need to rescue someone from a tree or some other high place, while Bunga's gone, and Nyota has to deal with another crises?"

Nyota blinked her stormy-blue eyes, "I never thought about it like that." she muttered under her breath, her ears falling to the sides of her head. "You're right, Ono."

"We should practice what we do." Kion voted, getting to his feet and jumping down from the rock he was laying on, with Nyota right behind him.

The prince looked around and saw a small ledge on one of the Lair's walls, his eyes then looking to Nyota as a small smile crossed his muzzle and his brow arched slightly. "Uh Kion?" the Guard's wisest questioned. "Why are you looking at me like that?"

"See that ledge up there?" Kion looked back to what he spotted earlier. Nyota followed his line of sight and nodded her head. "Jump up there and pretend you're a trapped animal."

"What!?" Nyota practically shrieked, looking back to her best friend. "Kion, you know I am not the damsel-in-distress type." Kion's expression remained unchanged, and Nyota's ears fell to the sides of her head. "Do I have to?" she whined.

"Yes." the Guard's fiercest answered firmly. "The others need to practicing climbing drills in case an animal does get trapped high up and you're otherwise occupied."

"But...but..." the lioness cub stammered.

"Nyota." Kion flicked his tail, his expression still the same as before.

The Guard's wisest sighed in defeat. "Fine, I'll do it." she caved. "But..." she got right in Kion's face, barely an inch between their noses, and thier eyes locking with one another, "...you owe me big time." Nyota turned on her heels, the tuft of fur at the end of her tail slapping Kion's nose as she did so, and ran towards the wall, jumping up and digging her claws into the rock as she climbed up to the ledge. She sat down and sighed, rolling her eyes, "Help." she mock shouted. "Lion Guard, help. I'm trapped."

Fuli let out a giggle, seeing her lioness friend sarcastically feign distress. "Now." Kion looked to his three friends. "Who wants to try to help her down?"

The Guard's fastest blinked her wide eyes, "Kion, you know cheetahs don't climb." she reminded.

"Give it a try." Kion told her.

Fuli sighed, "Fine." She backed up a few yards and hunched low, keeping her eyes on Nyota, who was just laying on the ledge with her paws crossed and tapping her tail. "Huwezi!" Fuli sped off, running past the three guys and almost making it to the top of the ledge, but her momentum ceased and she fell back to the ground, landing on her stomach.

"You're right...cheetahs can't climb." Ono confirmed.

"I didn't say that." Fuli rebuffed, getting to her feet and shaking out her fur. "I said we don't climb."

"And now we know why." Ono laughed, and Beshte joined in. Seeing the narrowed glare from their cheetah friend, they both stopped. Ono cleared his throat, "Yes, well, I can't climb either." he informed, "But I can fly to the rescue." The keenest of sight took to the air and flew up to the lioness cub, "Hello, animal in danger." he greeted, to which Nyota rolled her eyes. "Allow me to help you out." Ono grabbed some of Nyota's fur with his talons and proceeded to try and pick her up.

"Uh Ono, I don't think-" the Guard's wisest began to say, but trailed off when the egret was launched into the opposite wall due to his lack of strength. "Ono? You okay?" Nyota called from the ledge as she watched the rest of the Guard run to their avian friend.

"Affirmative." the egret groaned in reply.

"I bet I could get Nyota down." Beshte smiled, taking a few steps back. "Twende Kiboko!" The Guard's strongest shouted as he charged towards the wall.

"Wait, Beshte!" Kion and Nyota shouted in unison. Beshte didn't even make it halfway to the ledge when he suddenly slowed down and instead rolled back down the wall, across the Lair floor, barely missing Kion and Fuli, as he collided with the opposite wall, landing on Ono in the process.

"Ouch." Nyota muttered, her ears at the sides of her head, teeth gritted together, and her left eye closed and right paw slightly raised off the ground.

"Okay." Kion spoke after the dust settled. "Maybe that's enough climbing practice for now."

"Good." Ono grunted from under Beshte.

Nyota took that as her cue to jump down from the ledge and rejoin her friends. After Beshte got up off of Ono, Nyota lifted the egret with her nose and helped him onto her back where he began to clean his feathers. "Well, that was..." the female cub stammered, "...entertaining."

* * *

Meanwhile, in Hakuna Matata Falls...

Bunga and Hamu stood at the very top of the water fall, looking down at the small lake below. "This time, use your front hooves to break through the water." Bunga instructed.

"Got it." Hamu nodded.

Both males jumped off the edge, yelling "Zuka Zama!" as they plummeted down and dove into the lake, splashing eachother as they laughed.

Twiga, the giraffe leader, cleared her throat as she approached the lake's shoreline, "Bunga, would you mind watching our kids, too?" she asked. Beside her stood her daughter, Juhudi, a young giraffe with teal eyes and a long mane. Along with Twiga and Juhudi, there was a mother serval, mother monkey, and mother rhino, all with their sons.

"Ooh, can you Bunga?" Hamu questioned, his eyes wide. "Can you?"

"Hmm, I don't know." Bunga pondered, tapping his chin with his claws. "More kids, bigger splashes, more noise."

The monkey mother sighed, "We can understand if it's too much trouble." she said.

"You kidding? It sounds great!" exclaimed the brave honey badger. "Come on, kids!" he waved them over to the lake. "Jump in!"

"Yay!" the four kinds cheered, jumping into the lake with Hamu and Bunga, all of them laughing.

"Okay then," the mother serval nodded.

"We'll be back before sunset." Twiga informed as her and the other moms left the falls.

Bunga shrugged his shoulders. "Now what, Bunga?" Hamu asked as he splashed the badger.

"Yeah, is there anything else to do?" questioned Juhudi.

"You kidding? Hakuna Matata Falls is filled with fun stuff to do." Bunga informed, running out of the lake a grabbing a gourd that had fallen out of one of the trees. "As long as you know how to... Teke, Ruka, and Teleza."

"Teke, Ruka, and Teleza?" the little monkey asked, scratching his head.

Bunga nodded. "Teke...kick!" he tossed the gourd into the air and kicked it with his foot.

The five kids exchanged a wide-eyed glance, and chased after the gourd, kicking around shouting "Teke!" The gourd was kicked from Juhudi, to the little monkey, to the serval, to the rhino, then finally to Hamu. "Right back at you, Bunga!" the young zebra laughed, kicking the gourd back to Bunga with his hind hooves. "Teke!"

Bunga jumped in the air and caught the gourd, "Good job, everybody! Now, come on." he waved his arm, motioning for the kids to follow him. "Ruka...jump!" Bunga jumped over a log, the five kids following suit, shouting "Ruka!" as they did so.

A wide grin spread across Bunga's face, "Great, now Teleza...slide!" Bunga slid down a small hill on his stomach, landing right into a smaller watering hole.

"Teleza!" exclaimed the five young animals as they followed suit, sliding down the hill and splashing Bunga once they landed in the water. "Yay!" they all cheered.

"See, if you can kick, jump, and slide, you can do anything!" Bunga explained to the kiddies. "I'll show ya!" He jumped onto a nearby log and motioned for the kids to follow him.

**"Get up, everyone!**

**It's time for us to play**

**I'll show ya something new**

**That we can do all day."**

Bunga led the kids around Hakuna Matata Falls, all of them moving their heads to the musical beat.

**"It's simple and it's fun **

**It's kinda like a game **

**Just watch what I do**

**And then you do the same."**

_**"Teke!"**_

**"Everybody kick!"**

_**"Ruka!"**_

**"Everybody jump!"**

_**"Teleza!"**_

**"Everybody slide!**

**Kick, jump, slide!"**

As Bunga shouted the commands, the kids demonstrated them, turning the simple action into their own little dance.

_**"Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza!"**_

**"That's the way to go**

**Now you're in the groove**

**Who needs a fancy dance?**

**When we can shake and move."**

Bunga danced around Hakuna Matata Falls, while the kids continued to play around kicking, jumping, and sliding.

**"It's simple and it's fun**

**It's kinda like a game**

**Just watch what I do**

**Then you do the same."**

_**"Teke!"**_

**"Everybody kick!"**

_**"Ruka!"**_

**"Everybody jump!"**

_**"Teleza!"**_

**"Everybody slide!"**

**"Kick, jump slide!"**

_**"Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza!"**_

Bunga and the kids kicked a Baobab fruit around, continuing their dancing and singing.

**"It's simple and it's fun**

**It's kinda like a game**

**Just watch what I do**

**And then you do the same."**

_**"Teke!"**_

**"Everybody kick!"**

_**"Ruka!"**_

**"Everybody jump!"**

_**"Teleza!"**_

**"Everybody slide!"**

**Kick, jump, slide!"**

_**"Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza."**_

**"Yeah, and ya kick..."**

_**(Teke Ruka Teleza)**_

**...And ya jump...**

_**(Teke Ruka Teleza)**_

**...And ya slide...!**

_**(Teke Ruka Teleza)**_

**Kick, jump slide!**

_**Teke Ruka Teleza**_

_**Teke Ruka Teleza!"**_

Bunga struck a finishing pose as the music came to an end. The five kids he was in charge of erupted into cheers.

* * *

In the Outlands...

Goigoi, Reirei, and a few of their teenage pups were resting in a canyon near their den. A few yards away was a rock pile, which Kiji, Dogo, and Kijana were hiding behind. "Okay, now just like we practiced." the feline whispered, glancing down at her two jackal siblings. "Find the little one and move it away from the others."

"Got it." the twins replied with a nod of their heads. They slowly moved around the rock pile, keeping low to the ground as they slowly snuck up on their parents and siblings. Goigoi was busy snoring away, while the rest played oblivious to the two pups. "Uh...none of them are little Ki." Kijiana noted, glancing up at her lioness sister.

"That's okay." Goigoi piped up. "I'll be the little one. You can chase me."

Kiji chuckled, her tail swaying back and forth. "Isn't Pop sweet?" she giggled, jumping down from the boulders. "Not smart, but sweet. Now run him down, like you're gonna eat him!"

Dogo and Kijana snarled and chased after their father, who let out fake screams of terror. The twins pounced on Goigoi, with Dogo tugging on his ear and Kijana pulling his tail, the older male's screams turning into yelps.

Reirei and Kiji walked up to them, grins spread across their muzzles. "How'd we do?" the twins asked with wide eyes and wagging tails.

"Very good." Kiji praised, ruffling the fur on their heads with her paw. Dogo and Kijana rubbed against their lioness sister's forelegs before sitting down on either side of her.

Reirei nodded, "Good enough that I think it's time to go back to the Pride Lands." she informed.

"Back to the Pride Lands?" Dogo questioned, exchanging a glance with Kijana.

"What about the Lion Guard?" Kijana asked, looking from her brother to her mother.

"Leave that to me." the jackal matriarch answered, her green eyes narrowed slightly. "I'll come up with a plan to keep them out of our way."

* * *

Kiji and the jackals snuck back into the Pride Lands and made their way to the watering hole. Only, all they saw were the five adult mothers happily enjoying their child-free time. Reirei sighed, ducking out of sight and turning to face her family, "Let's move on." she told them, her voice soft. "Nothing here but tough old animals."

"Think we should go pick up the little ones?" Muhimu asked.

"Little ones?" Reirei repeated, her ears perking up.

"Why?" questioned Twiga. "They're all having fun at Hakuna Matata Falls. Let them play."

A sly grin spread across the female jackals muzzle, "A bunch of little ones at Hakuna Matata Falls." she chuckled, glancing to her younger pups. "It's just what you need. One final test to show you know your stuff."

Goigoi licked his snout as he thought about the little animals, "Yum." he cackled, moving to head in the direction of Hakuna Matata Falls.

"Not so fast." Reirei halted, jumping in front of her mate. "Remember I said, I'd come up with a plan for the Lion Guard?" she raised her brow. "You think of something to distract the Lion Guard. The rest of us will go after the little ones."

"But I'm hungry too." Goigoi whined.

"Aw, don't worry Pop." Kiji assured, brushing her side against her jackal father's as she walked past him. "We'll save you a tidbit."

"Come along, kiddies." Reirei ushered her pups as the pack headed to the falls.

"Huh. Reirei thinks I can think of something." the lone male jackal muttered. "Well, I'm gonna do her proud." he promised himself, before letting out a groan as his ears fell back against his head. "I hope."

* * *

In a nearby grove, the Lion Guard went about their late afternoon patrol. Ono searched the trees before circling back to report to Kion. "Nobody in any of those trees." he informed, landing in front of the golden-furred prince.

"Good." Fuli sighed. "I've had enough climbing for one day."

Kion glanced back to the rest of his team, "Guys, it never hurts to try new things." he pointed out.

"It does, when Beshte lands on you." Ono noted, flying to perch on Nyota's shoulder.

"At least now we know, I'm not good at climbing." the Guard's strongest chuckled.

The Guard's fastest rolled her eyes, "Never thought I'd say it but, I'll be glad to have Bunga back." she admitted with a small grin.

"Hey, let's go see how he's doing with Hamu at Hakuna Matata Falls." Nyota suggested, her tail swaying back and forth behind her.

"Poa." Beshte sighed. "I'm sure they're having fun."

Unknown to the Guard, the jackal patriarch was spying on them. His ears perked up at the mention of Hakuna Matata Falls. "But that's where they're not supposed to go." he remembered. Goigoi started pacing, muttering "Think Goigoi, think. Think like you've never thunk before." He suddenly let out a loud, wailing howl as he stepped on his own tail.

Upon hearing the howl, the Lion Guard came to a halt. "You guys hear that too?" Nyota asked, her ears twitching.

"Sounded like a jackal to me." Fuli noted.

"And it came from back that way." Kion looked back towards the grove they just left. He turned on his heels and ran towards where the howl came from. "Till the Pride Lands' end..."

"...Lion Guard, defend!" the other four shouted as they followed Kion.

* * *

Goigoi ran across the plains, barking as loud as he could to keep the Lion Guard on his tail. "Uh Goigoi?" Ono questioned as he flew above the male jackal. "What are you doing?"

"Ono! I'm...I'm a chasing antelope." he answered. "It's gonna take the whole Lion Guard to stop me." He ran ahead, continuing to bark. "Wait till Reirei hears about-" he laughed, and was cut off when he fell face first into a hole.

Ono flew back to the rest of the Guard. "Ono, what did you see?" Kion asked as the egret hovered in front of him.

"Well, it's Goigoi." the keenest of sight answered.

Beshte raised his eyebrows, "Who's he chasing?"

"Well...that's the thing." Ono replied. "He isn't-" He was cut off by Goigoi's screams.

The Guard ran in the direction of the screams, seeing the male jackal upside down in a hole. "Howdy, Lion Guard." he greeted, his voice slightly muffled. "Fancy meeting you here."

The lion prince rolled his eyes, "What are you up to, Goigoi?" Kion interrogated.

The male jackal played dumb, brushing off the question with a shrug. "Oh, ya know, just chasing antelope."

Ono shook his head, perched on Nyota's back. "No antelope." he corrected. "I checked."

"Huh." muttered Goigoi. "Sure fooled me."

"That part, I believe." Fuli scoffed with a roll of her eyes.

"Don't worry." the Guard's strongest reassured. "We'll get you out of there."

"You mean it?" Goigoi asked. "You'll lend me a paw or a wing or somethin'?"

Kion and Nyota exchanged a glance, the male cub quirking his brow and turning his eyes back to the trapped jackal, "Sure." Kion agreed. "But first, you tell us where Kiji and the rest of your family are."

"Oh." Goigoi gulped. "I don't know if I could do that." he admitted. "I'd be in big trouble."

This time, Nyota rolled her eyes. "You're upside down in a hole, surrounded by the Lion Guard." she pointed out. "How could things get worse?"

"Reirei and Kiji could get mad at me." the male jackal answered.

"That would be worse." Beshte noted, the others nodding in agreement.

"You guys gotta help me." Goigoi whined. "I'm getting kinda dizzy."

"Just give it up, Goigoi." Kion growled.

"Fine." the jackal patriarch groaned. "They're at Hakuna Matata Falls."

The two lion cubs gaped and met eachother's eyes, "Heyvi kabisa!" they gasped. "We've gotta help Bunga and Hamu." the Guard's wisest voted, her and their leader leaping over the hole and running towards the falls, followed by the fastest and keenest of sight.

"What about me?" Goigoi whined again, suddenly being lifted out of the hole by his tail, courtesy of Beshte, who then ran after the rest of the Lion Guard. "If Reirei asks, you didn't hear it from me!" the male jackal called after the Guard, before running back to the Outlands.

* * *

Bunga stood on the edge of a rock overlooking the lake, "Ready for this?" he asked his young charges. "A triple somersault into the water...from upside down." he flipped over and stood on his hands. The five kids stood still with their eyes wide as they all "Ooh"-ed.

A dark, malicious cackle came from the nearby bushes and out jumped Kiji, followed by her jackal family. "Sorry to spoil your fun." Reirei apologized in a sickly-sweet tone. "But we've been waiting a really long time to eat and we just can't wait anymore."

"Get out of here!" Bunga shouted. "One more step and you'll regret it." he threatened, narrowing his eyes as Kiji advanced on him.

Kiji burst out laughing, "Oh, Bunga, and I thought we were besties." she batted her eyes.

Bunga clenched his claws, "Not since you threw Nya over a cliff!" he exclaimed. "Which I will make you pay for that."

"Oh, really?" Kiji challenged. "You think you can take me on and defend all these little morsels by yourself?" She glanced back at the five young animals, licking her lips.

"Better believe it." the honey badger answered, confidently. He smoothed out the fur on his upper arms. "I'm the bravest in the Pride Lands."

"More like the dumbest." the lioness corrected. With a snarl, she pounced on the badger and pinned him to the ground.

"Get outta here, kids!" Bunga shouted, gripping Kiji's foreleg. "Run!"

The five kids stood frozen in fear as the jackal pack surrounded them. "Bunga?" Hamu gulped. "They're all around us."

Bunga kicked Kiji in the muzzle, rolling over and now he was standing on her stomach, gripping her paws. "Teke, kids!" he told them.

All the kids nodded and shouted, "Teke!" as they turned around and kicked the jackals once they closed in on them.

"Yes!" Bunga cheered, holding Kiji back with one arm, the dark-furred cub snapping at him. "Now, run. Scatter."

"You heard Bunga." Hamu said to the others. "Scatter!"

"You can't get away from us that easy." Dogo growled, chasing after Hamu. "We've been practicing."

"They have. I've been teaching them myself." Kiji snarled and tackled Bunga, standing on his chest, her claws protracted. "Those little ones don't stand a chance."

The Guard's bravest glared up at the lioness above him, "Don't count on it, Kiji." he grunted. Kiji moved her other paw to the side of Bunga's face, forcing him to look to the side. Bunga saw Juhudi and the young serval being chased by Kijana and Reire, "Juhudi. Teke!" he called out.

The two animals stopped running and kicked the nearby bush, unleashing a cloud of pollen that temporarily blinded the two female jackals. "Come and get us." the young giraffe and serval taunted. As Reirei and Kijana closed in, Juhudi and the serval side-stepped, causing the two jackals to fall into the lake.

"Yes, way to go, kids!" Bunga cheered, jumping onto Kiji's back and pulling on her ears.

The dark-beige cub growled in annoyance and thrashed around, knocking the honey badger off her back and standing over him, her fangs bared. "You think that's enough to stop my siblings?" she snarled. "I've trained them for this."

"Not too well, I guess." Bunga chuckled with a grin. Growing annoyed with his jokes, Kiji snapped her jaws and went in for a fatal blow, which Bunga dodged. He pushed against the lioness' face, keeping her at arms length as he looked around the falls for the other young animals. "Little monkey!" he called out, seeing him being chased by two teenage pups. "Teleza!"

"Got it." nodded the little monkey as he jumped and slid down the hill on his stomach, shouting "Teleza!" The two teenage jackals slipped and tumbled down the hill, right into a large boulder.

Bunga looked towards the lake and saw Hamu was being chased by Dogo. "Hamu!" he gasped, wide-eyed.

"It's okay." Hamu assured. "I know what I'm doing." He swam to a large rock in the center of the lake and climbed onto it, followed by Dogo. The two stood on opposite ends, the young zebra looked up to his rhino friend, "Ruka." he called out.

"Ruka." the young rhino echoed, jumping onto the rock just as Hamu jumped off, which sent Dogo flying into the nearby bushes on the shore.

"And that's how we do it in Hakuna Matata Falls." Hamu chuckled, stomping his hoof on the ground.

"That's it, Kiji." Bunga chuckled, pushing against Kiji's nose. "My kids beat your jackals."

The dark-beige lioness blinked and stepped back, "That's impossible. They're just little kids."

"Brave little kids." Bunga corrected.

"Yeah." Hamu agreed. "Brave like Bunga."

The honey badger jumped over the lioness cub and stood with his five charges. "Ready, kids?" he asked with a wide grin, as the jackals moved to stand with Kiji. "Zuka Zama!" Bunga and the kids shouted as they ganged up on the lioness and jackals.

* * *

The rest of the Lion Guard arrived just in time to catch the end of the fight. They stood in shock, seeing the defeated jackals, with Kiji and Reirei being sat on by the young rhino. "Oh, hey guys." Bunga greeted his friends.

"They look fine to me." Ono noted.

"But there's a lot more kids here, than just Hamu." Nyota noted.

"What happened?" Fuli asked with a quirked brow.

Bunga stood tall with a wide grin on his face and his hands on his hips, "I guess, word spread about what an un-Bunga-lievable babysitter I am." he boasted.

"Kion." Reirei gasped, innocently. "Look what these horrible little animals did to me and my babies. You have to save us."

"I think we can help you, Reirei." Kion chuckled, raising his eyebrow. "As long as you promise not to come after anymore Pride Lands kids again."

"Fine." the jackal matriarch sighed. The five kids jumped off the predators. "Come along, kids." Reirei turned her nose up. "I don't care to stay where we're not welcome."

"Good." Hamu huffed. "'Cause we don't want you here."

Kiji and Nyota locked eyes with one another, which instantly turned into a glare. Dogo and Kijana cowered behind thier lioness sister's forelegs. Reirei led the teenage pups out of the falls, while Kiji slowly followed after, keeping her glare locked with Nyota's. The dark furred lioness hunched her body low to the ground, letting Kijana climb on her back as she picked up Dogo by the fur on his back.

As Kiji passed them by, Nyota's fur bristled and her eyes narrowed as she moved to put herself between Kiji and Kion, her claws protracting. Kiji held the glare a few moments longer before taking off after her mom and siblings. Nyota ran to the edge of the falls, watching the group leave.

"You okay?" Kion asked, walking up beside his best friend.

Nyota kept her eyes glued to the plains until Kiji and the jackals were out of sight. "Yeah, now that she's gone." she answered. Kion nudged Nyota's cheek with his nose, brushing his paw against hers. A small smile crossed the female cub's muzzle as she turned her head to the side, rubbing her forehead against the prince's, both of their tails curling upwards.

"Here they are, all our little ones." Muhimu sighed as she and the other animal mothers came to the falls.

Twiga walked up to her daughter, "How was your day, dear?" she asked.

"It was great!" Juhudi answered with a wide grin.

"You should've seen these guys." Bunga cut in. "They fought off a whole pack of hungry jackals."

The five mothers gasped, "Jackals?"

"It was easy!" Hamu chuckled. "We did Teke, Ruka, and Teleza." He demonstrated by kicking his hind hooves, jumping into the air, then sliding over to Bunga.

"Just like Bunga taught us." Juhudi giggled."

Muhimu walked up to Bunga, "You taught our kids to defend themselves?" she asked with a slightly raised brow.

"Yeah." Bunga shrugged. "Of course."

"You're the best babysitter, ever!" the female zebra grinned.

Fuli blinked, "Seriously?" she muttered.

The kids all ran over to Bunga and nuzzled against him one final time before they left with their mothers. "What can I say?" Bunga shrugged his shoulders. "I knew it all along."

* * *

As the sun set over the Pride Lands, Kion walked with Nyota on her way home. "Kion, I appreciate you walking me home, but you didn't need to." she informed as they walked in-step.

"I know, but I wanted to." Kion replied, nudging her shoulder with his.

"And it has nothing to do with Kiji and I fighting the urge to kill eachother earlier back at Hakuna Matata Falls?" the female cub looked to her friend, her eyebrow slightly raised.

The golden-furred prince met his friend's eyes, "Okay, maybe a little." he admitted. Nyota rolled her eyes and continued towards Rafiki's Tree. "It's just because I worry, that's all." Kion added, running to catch up with her.

"I know." Nyota sighed, coming to a halt. "That's sweet, but between me and Kiji...it's my fight. Mine alone." She glanced to her left, her eyes meeting Kion's. She sighed heavily and nudged her head under his, resting her cheek against his shoulder, "I just don't want you getting hurt."

Kion closed his eyes and laid his chin against Nyota's forehead. "I know." he replied, "But I still worry. You're my best friend." He tapped his mane to her forehead. A light giggled escaped Nyota's muzzle as she returned the nuzzle, the corner of her lips curling up into a smile.

The sun had nearly set by the time they reached the large Baobab. The two cubs turned to face eachother, "Good night, Kion." Nyota smiled as she rubbed her forehead against the prince's.

"Sweet dreams, Nyota." Kion replied, nuzzling back before pulling away. He gave his best friend a smile and watched as she jumped onto the long branch before climbing into the hollow, before he turned back and headed for Pride Rock.

* * *

**A/N: And there we go, season two of **_**Lion Guard Adventures **_**is officially underway. I'm sorry it took so long to upload this. I had a few bad days and didn't feel like doing much writing. Couple those with some migraines and it was literal hell. Sometimes that happens so you guys don't need to worry. I'll update when I can. Tell me what ya liked about this chapter in a review. **

**XOXO~Cyber**


	2. The Savannah Summit

**The Savannah Summit**

* * *

**Song Key:**

* **"Words appearing like this indicate Simba's vocals."**

* _**"Words appearing like this indicate Simba/Nala vocals."**_

* **"Words appearing like this indicate Zazu's vocals."**

* _**"Words appearing like this indicate unison vocals."**_

* * *

Another peaceful day in the Pride Lands meant that the Lion Guard could put their patrol on hold and have a little fun...and that's just what they were doing. Splitting up into two teams the Guard engaged in a game of Baobab Ball. Beshte bounced the baobab fruit on his snout a couple times before tossing it higher into the air for Ono to catch. The egret struggled to stay airborne while holding onto the fruit with his talons.

The second it slipped, Nyota leaped to catch it in her mouth, while Ono caught his breath. The lioness cub winked and took off through the plains. "Yeah!" Beshte cheered. "Go Nya!"

"Go Nyota!" Ono yelled with a grin on his beak.

Fuli hunched low in the grass, her tail twitching. "You're not gonna get away that." she chuckled, watching Nyota run past her. "Hwezi!" She lunged forward and tackled the other female, causing her to spit out the baobab fruit.

"I'll take that." Bunga chuckled, picking up the fruit and spinning it on his claw. "Thank you." He winked and tapped Nyota's nose before running off with the fruit under his arm.

"Cheap shot, Fuli." Nyota grumbled, glancing at the cheetah on top of her.

Fuli just grinned and hopped off her lioness friend before taking off after Bunga. Nyota cracked a smirk and chased after the cheetah, giggling as she did so. Fuli kept herself between Bunga and Nyota as best she could, not realizing Ono was flying above her. "Left!" the egret directed. "Go left!"

"Got it!" Nyota called back, quickly running around Fuli's left side, and managed to get right beside her and trip her up, making the cheetah trip over her own paws with a grunt. The lioness giggled as she passed the cheetah, zeroing in on the honey badger a few yards ahead. "I've got you now, Bunga!"

"You wish!" rebuked the prince's voice as he blindsided his best friend, sending the two cubs rolling through the grass.

On pure reflex, Nyota kicked her legs out once she landed on her back, sending Kion flying over her and crashing into Bunga. The force sent the pair over a small ledge nearby, both of them landing with a groan.

"You guys, okay?" Beshte asked as he, Fuli, Nyota, and Ono came to the edge and looked down at them.

"Yeah." Kion replied, shaking the dirt from his fur. "Just be careful on that ledge guys."

Ono scraped his talons over the ground. "It is rather dry." he noted.

"Well, the dry season is on its way." Nyota reminded, glancing down at the egret.

"One dry hillside's no reason to stop playing." Bunga scoffed as he looked around. "Now, where is that baobab fruit?"

"Right here!" screamed Mtoto and Kwato, the young elephant holding the fruit with his trunk. Gumba the baby baboon was sitting on Kwato's back.

"Come and get it!" taunted Kambuni and Cheka. The six kids ran away from the Lion Guard in a fit of laughter.

"Hey!" Bunga exclaimed, running after the kids. "Come back here!" The rest of the Lion Guard rolled their eyes and ran after Bunga.

Mtoto tossed the baobab fruit to Gumba, before suddenly coming to a stop, causing Bunga to run right into him and fall on his back. The young elephant raised his ear, hearing his mother's voice. "Okay, Mom. I'll be home soon." he replied. "That was Mom." Mtoto informed his friends. "She said I should come home before sundown."

The rest of the Lion Guard caught up with Bunga. "Mom?" Bunga questioned. "You see his mom anywhere?" He asked everyone else.

"Nope." Fuli shook her head. "And it's kinda hard to miss an elephant."

"Oh!" Ono gasped. "They're using infrasound."

"Infant sound?" the Guard's bravest repeated with a raised brow. "But Mtoto's not a baby."

Nyota rolled her eyes and lowered her muzzle. "Not infant sound. Infrasound." she corrected.

"Some animals can talk using sounds lower than most of us can hear." Ono added, landing on Nyota's back. "It even lets them talk over long distances."

"It's just something us elephants do." Mtoto grinned with a wiggle of his ears.

"Un-Bunga-lievable!" Bunga gaped. "So you can hear stuff from all over the Pride Lands? Like what?"

"Let me take a listen." the young elephant raised his ear and tried to focus. He heard the muffled voice of his herd leader, "Sounds like...Ma Tembo." he informed. "She's headed to Pride Rock."

Ono took off from Nyota's back and saw the elephant's leader make her way to Pride Rock. "He's right." informed the Guard's keenest of sight.

"Pretty cool, Mtoto." Kambuni smiled.

"Yeah, that is cool." agreed Gumba.

"What else do you hear?" Bunga asked eagerly.

"Oh, uh..." the young elephant stammered, focusing his hearing. He heard a few more herd leaders mention they was also headed to Pride Rock. "I hear...Twiga and...Muhimu, and Swala too." Mtoto told the others. "Sounds like they're also going to Pride Rock."

Ono focused his eyes and vocally confirmed the three female leaders were indeed also headed for Prie Rock. "They must be on their way to the Savannah Summit." Kion concluded.

"The Savannah Summit?" Beshte questioned with an arched brow.

Nyota nodded, "It's when the King and Queen bring together animal leaders to discuss matters of great importance to the Pride Lands." she informed, casting a glance to Kion.

"Yeah. Dad says getting different animals to agree helps the Circle of Life." Kion added. "Especially with the dry season approaching."

Bunga shushed his friends, "I'm trying to hear what Mtoto hears." He leaned his ear as close as he could to Mtoto's.

Fuli rolled her eyes and sighed heavily, "I don't think it works that way, Bunga." she informed.

Mtoto heard muffled grunting and let out a startled gasp. "Now I hear a crocodile headed to Pride Rock." he informed the Guard.

"Crocodile!?" Mtoto's five friends gasped, their eyes going wide.

Nyota quirked her brow and exchanged a confused glance with Kion. "Ono?" she asked, looking from the lion prince to the egret.

The Guard's keenest of sight focused and gasped, "Hapana! He's right." he confirmed. "It's Makuu!"

"I bet he's trying to spoil the summit!" Kion exclaimed. "He's never cared about the Circle of Life. Come on!" The prince took off towards Pride Rock. "Till the Pride Lands end..."

"...Lion Guard defend!" the other five members finished as they followed their leader.

* * *

King Simba and Queen Nala, along with Kiara, stood underneath Pride Rock with the herd leaders of the Pride Lands, waiting on just one more. Makuu approached the Royal Family from behind. "Mom! Dad!" Kion warned. "Look out!" The prince pounced on the crocodile and bared his teeth. "You won't ruin the Savannah Summit today, Makuu." he growled.

"Kion!" Simba said in a stern voice. The rest of the herd leaders shared a giggle amongst themselves.

"Calm down, cub." Makuu told the young prince. "I was invited."

Kion blinked. "You were?" he questioned, his ears falling flat.

"Yes." Kiara answered, walking towards them. "Dad invited Makuu personally."

Kion muttered "Oh." as he jumped off the crocodile's back. "And I appreciate the invitation." Makuu replied, respectfully bowing his head. "You'll see that I take my responsibility as crocodile leader seriously. Very seriously."

The rest of the herd leaders muttered amongst themselves, not fully believing Makuu's statement. "Uh, Dad, Mom, can I talk to you?" Kion whispered to his father. "Alone?"

"All right." Simba agreed. The King and Queen excused themselves and walked with their son, stopping a few yards away from Pride Rock.

"Don't worry, Kion!" Bunga called after the lion cub, leaning against Makuu's snout. "This guy's not going anywhere." The crocodile let out a low growl of annoyance.

Kion faced his parents, "Dad, Mom, you know we've had a lot of trouble with Makuu." he reminded, keeping his voice low. "I don't trust him."

A few yards away, the herd leaders, the Lion Guard, and Kiara stood patiently as the King and Queen spoke with their son. "So." Nyota cleared her throat and looked to Kiara. "Is you attending the summit this season part of your Queenly training?" she asked.

"As a matter of fact, yes." the princess confirmed. "Daddy says that when I'm Queen it'll be my job to lead the Savannah Summit. So, watching this one will help me learn how it all works." Kiara's tail swayed behind her as she stood tall.

Zazu flew towards the King and Queen, Kiara and Nyota following him. "Your Majesties." the Majordomo addressed. "It's time for the procession."

"Thank you, Zazu." Nala thanked with a tip of her head and a warm smile. Kiara stood beside her mother.

"Kion, I still need you and the Guard to be on alert." Simba said, looking down at Kion and Nyota, who was now standing next to him. "In case the other animals aren't ready to accept Makuu."

Kion nodded in agreement. "Okay, Dad."

"You can count on us, Your Highness." Nyota added with a smile.

Zazu flew over to the rest of the herd leaders, "Your attention, please!" he announced. "We shall now proceed to Mizimu Grove for the beginning of the Savannah Summit!"

The herd leaders followed King Simba and Queen Nala as they lead the way to Mizimu Grove, with Princess Kiara walking in step beside her mother and the Lion Guard bringing up the rear of the procession.

"Can you believe Makuu was invited here?" Twiga whispered to the buffalo leader. "After everything he and his crocs have done."

"And we're supposed to treat him with respect?" Vuruga Vurga scoffed.

Twiga lowered her head down level with Vuruga Vuruga's "We should talk." she said in a soft voice, to which her buffalo friend gave a subtle nod in agreement.

"Now, now, mustn't dawdle." Zazu squawked as he flew over the procession of animal leaders. "King Simba and Queen Nala's Savannah Summit awaits."

An upbeat tune filled the air.

_**"Welcome, everybody, we're glad you're all here."**_

**"There's so much for us to discuss as the dry season is near."**

**"Once that we have gathered, collaboration is a must**

**If you want to keep up peace**

**We'll need to build some trust."**

_**"So let's all come together**_

_**Species of all kinds.**_

_**Join us for the summit**_

_**And say what's on your minds."**_

The animals all bobbed their heads and swayed their bodies to the musical beat in the air. Even the Lion Guard was getting into the grove. A small smile crossed Nyota's muzzle as she bumped her shoulder to Kion's as she danced.

_**"There's so much we can learn**_

_**So must trust we can earn**_

_**We'll meet and we'll greet**_

_**Till our work is complete**_

_**Good will can be found as we gather around**_

_**And everyone**_

_**Yes, everyone is welcome."**_

The baboon leader jumped on the rhino leader's back during his excited dancing, much to the annoyance of the rhino. Swala and Muhimu were dancing in step and stomping their hooves, smiling as the procession continued to Mizimu Grove.

**"Let's listen to each other **

**We're all on equal ground.**

**Though we may not see eye to eye**

**Solutions will be found."**

**"Elephants, giraffes, gazelle, buffalo to name a few."**

_**"Everyone has equal say."**_

**"Yes, crocodiles, too."**

_**"So let's all come together**_

_**Species of all kinds.**_

_**Join us for the summit**_

_**And say what's on your minds.**_

**(And say what's on your minds)"**

The procession arrived in Mizimu Grove, still dancing to the musical number. The herd leaders greeted one another with soft headbutts and smiles, bowing respectfully as Queen Nala and Princess Kiara greeted them personally.

_**"There's so much we can learn**_

_**So much trust we can earn**_

_**We'll meet and we'll greet."**_

**"But perhaps we won't eat."**

_**"Good will can be found as we gather around**_

_**And everyone, yes, everyone is welcome.**_

_**Oh, ho, everyone**_

_**yes, everyone is welcome."**_

The six members of the Lion Guard softly nuzzled one another, feeling the mood of the musical number as it came to a close. Even Fuli had a grin on her muzzle as she playfully headbutted Nyota before tapping her cheek against Beshte's snout. Nyota laid her head against Kion's shoulder, brushing up against his side as her tail swayed behind her. Kion smiled and rested his cheek against her ear.

* * *

"So far everyone seems to be getting along." Beshte noted as the Guard hung back a few yards away from the front of the Grove.

"Even Makuu appears to be behaving himself." Fuli added, licking her paw and brushing it over her ear.

Kion watched as Nala and Kiara conversed with Swala and Muhimu, while Simba spoke with Mbeya and Ma Tembo. "I don't know." the prince shrugged his shoulders. "Makuu might say all the right things to my mom and dad, but I still don't trust him." he narrowed his eyes. "We need to keep an eye on him."

Bunga scratched the back of his head as he looked around the grove, "Ya know...that'd be easier to do if he was here." he pointed out.

Kion's eyes went wide as he scanned the area for the crocodile leader. "Where did he go?"

"Lion Guard!" six young voices screeched as the young Guard admirers ran into the grove.

"Easy kids." Beshte said softly, seeing the six young animals panting in front of them. "What's the kerbubble?"

"Mtoto just heard Makuu!" Gumba exclaimed.

"Down by the watering hole!" Kwato added.

"And he sounds really mad!" Mtoto informed.

"This is exactly what I was worried about." Kion stated, looking to his Guard. "Come on guys." The Guard's fiercest ran towards the direction of the watering hole with the rest of his team on his heels and their young admirers following close behind.

* * *

Makuu and Bupu stood opposite eachother near the watering hole. "Isn't this summit supposed to be about negotiating in good faith?" Makuu raised his brow.

"Good faith? With a croc?" Bupu scoffed. "Next you'll tell me the dry season's wet. "I know all about you crocodiles and your 'crocodile way'." the sable antelope leader rolled his eyes. "Well, no thanks." He thrusted his horns forward with a grunt and a stomp of his hoof.

Makuu narrowed his eyes, "Why you..." he growled and lunged for the antelope, who dodged in time.

"That's enough, Makuu!" Kion ordered, he and the Lion Guard coming up over the hillside.

"I got this Kion." Nyota gave her best friend a wink and ran down the hill, leaping in between the two leaders, letting out a growl. "Okay boys, calm down." she said softly, glancing from Bupu to Makuu. "Before you say something, or eat someone you'll regret."

"I was trying to talk to him." Makuu informed, facing Kion. "But it seems there's no point talking to a jumpy antelope." The crocodile glanced to the antelope.

"You've got that right." Bupu agreed, side-stepping around Nyota and stomping his hoof near Makuu's snout.

"Bupu!" Nyota yelled, getting between him and Makuu, "That was uncalled for." She narrowed her stormy-blue eyes.

Makuu growled and snapped his jaws, "Makuu! I'm warning you." Kion said sternly. "I won't let anyone ruin the Savannah Summit. Especially you."

Nyota glanced over her shoulder, seeing Kion's amber-brown eyes narrowed into a hard glare directed at the crocodile leader. "Especially me?" Makuu repeated. "Fine." he sighed heavily, turning his back on the Lion Guard. "I don't want any trouble."

Bupu stomped his hoof once more, "He'll think twice before tangling with an antelope." he turned his snout up and walked away in the opposite direction.

Nyota rolled her eyes at the tone in which Bupu said his last statement. "That was close." Fuli sighed in relief, padding up and standing next to Nyota.

"Oh, yeah." Bunga nodded in agreement. "Simba and Nala would be pretty upset if their summit ended with Makuu eating Bupu for lunch."

"Although, I could see why he would." Nyota muttered under her breath, the others not hearing her.

"Good thing we got here when we did." Beshte noted. "Thanks to Mtoto."

"Oh, sure." the little elephant blushed at the praise he received from his hero. "Glad to help."

"Hey, Mtoto, you think you could keep your ears open for the rest of the summit?" Kion asked. "You and your friends let us know if you hear anything suspicious?"

"Yes, sir!" the six young animals agreed with a salute.

"Kion?" Nyota raised her brow questioningly as she locked eyes with the lion prince.

"I'm pretty sure Makuu's up to something." Kion met her eyes. "So we need to be ready for any sign of trouble. All of us." He looked at the rest of his team and their young admirers. Nyota's ears fell against the sides of her head.

Mtoto and his friends went on their patrol, keeping their eyes and ears peeled for any trouble just like Kion asked them too, while the real Lion Guard made their way back to Mizimu Grove.

* * *

"Lion Guard!" Mtoto and his friends called as they ran up to their idols.

"Mtoto heard something!" squeaked Kambuni.

"Something Twiga said...about Makuu." Cheka added, climbing up Nyota's foreleg and laying on her shoulder.

"Easy Cheka." Nyota soothed, giving the small cape fox a smile. "Now, what exactly did Twiga say about Makuu?" she asked, directing the question to Mtoto, who was standing next to Beshte.

"I'm...I'm not sure." the young elephant answered.

"It couldn't have been good!" Bunga exclaimed.

"Everyone knows crocs and giraffes don't mix." Gumba pointed out, latching on to Bunga's back.

"Exactly." the Guard's bravest agreed, before gasping. "I'll bet Makuu's going to attack Twiga!" he assumed.

"And ruin the summit." Kion finished. "I bet that's what Makuu's been planning all along!" Nyota opened her mouth to say something, but was cut off when Kion shouted, "'Til the Pride Lands' end..."

"...Lion Guard defend!" Fuli, Beshte, Bunga, and Ono finished, running after Kion, with their respective young admirers by their sides.

Nyota rolled her eyes, "Lion Guard defend." she muttered, taking off after her friends with Cheka still on her back.

* * *

"Back off, Makuu!" Kion growled as he leaped into the open clearing. The only other animals in the clearing besides him, the Guard, and their young friends, were the giraffe and buffalo leaders.

"Makuu?" Twiga repeated, droping the branch she was eating.

"Don't worry, Twiga, I'll protect ya'." Bunga assured, him and Gumba standing back to back in front of the female giraffe.

"From what?" Twiga asked with a raised brow.

"From Makuu!" Gumba answered.

Kion looked around the clearing, sniffing the ground. "Where is he?" the lion prince asked.

Vuruga Vuruga and Twiga exchanged a slightly nervous glance. "He's gotta be around here somewhere." Bunga noted. "Mtoto heard him."

"Uh, well, no. " the young elephant corrected. "I heard Twiga talking about Makuu."

Nyota raised her eyebrow slightly and looked up at the giraffe leader. Twiga chuckled nervously. "Me? I wasn't talking about Makuu." she defended. "Were you talking about Makuu?" she looked down at the buffalo leader.

"No, why would I talk about Makuu?" Vuruga Vuruga questioned with a shrug, her eyes looking everywhere but the Lion Guard and company.

"I was just eating branches." Twiga informed. "Like a giraffe does." she leaned down and picked up the branch she dropped earlier.

"Me, too." Vuruga Vuruga grinned. "Delicious branches." she took the branch from Twiga's mouth.

"Uh, Vuruga Vuruga, aren't you more of a grass eater?" Ono questioned, with slightly narrowed eyes.

The buffalo leader swallowed the branch before answering, "Buffalo eat whatever we want." she clarified.

"So you two are all right?" Beshte asked the two leaders.

"Oh, yes. Fine. Totally fine. Thanks for asking." Twiga answered, quickly. "Now, I'm sure there are more important matters at the summit for you to attend to." She added with a smile.

Nyota could tell from the looks in both leaders eyes that they were hiding something. "Let's go." Kion ordered, turning to leave the clearing with the Guard and young friends in tow.

"That was strange...right?" Fuli asked, quirking her brow.

"Well, we did interrupt their lunch." Bunga pointed out.

"I don't think it was that Bunga." Nyota rebuffed, her eyes on the ground. "They seemed really nervous."

"Especially any time we mentioned Makuu." Ono added, flying above his lioness friend.

"What if he threatened them?" Kion pondered, glancing at his five friends. "And they're to afraid to tell us?"

"But you're the Lion Guard." Shauku replied, looking up at Kion.

"That's how much he must've scared them." Kion went on. "Just having Makuu here is hurting the summit."

"Good thing Mtoto can hear if anything bad's happening." Beshte noted, smiling down at his elephant friend.

"Yeah!" Gumba and Bunga agreed in unison. "I wish I could hear like you, Mtoto. It'd be un-Bunga-lievable!" the honey badger added. He leaned in closer to Mtoto's ear to see if he could pick up anything.

"Help!" squawked the voice of a familiar bird.

"Hey, I'm getting the hang of this." the Guard's bravest chuckled. "I just heard..."

"...Zazu!" Kion and Nyota finished together as they ran back to Mizimu Grove.

Bunga blinked in confusion, "But..."

"We all heard him." Fuli cut in with a roll of her eyes. She took off after the two lion cubs, with the rest of the Guard on her heels.

* * *

Rafiki stood in front of a medium sized boulder in the midst of painting a portrait of the baboon, rhino, genet, and galago herd leaders. The Mjuzi let out a small chuckle, "Mbeya, you must get up." he said as he mixed some paint with his finger. "I cannot finish the portrait with you sitting down."

The Lion Guard skidded to a halt, "Where's Zazu?" Kion looked around, searching for the Majordomo.

"Is he in trouble?" Bunga asked. "Did Makuu eat him?"

Rafiki laughed again, "Perhaps, Zazu himself can explain." he informed as he walked over to where the four leaders were sitting. "Eh, Zazu?" he leaned his head down to the ground.

"Not funny, Rafiki!" Zazu's muffled voice scolded, which came from underneath the sitting rhino.

"At least, you're right about that." Mbeya huffed. "I'm not getting off until you apologize, Zazu." The rhino turned his horn up with a huff.

"Apologize? Me?" the hornbill screamed. "I'm the one with a rhinoceros on his head." he slapped his wing against the ground.

"You think this is what the King meant when he asked us to look out for trouble at the summit?" Fuli asked, glancing at her friends.

"Not exactly." Ono rolled his eyes.

"He called me clumsy." Mbeya huffed.

"No, he didn't." corrected the baboon leader. "I did."

"Uh, Papa?" Nyota questioned, looking to her guardian.

The mandrill just continued to laugh as he mixed his new batch of paint. "No my little star. It is the Lion Guard that must get to the..." he laughed again. "...bottom of the situation."

"Bottom." Bunga chuckled. "I get it."

The Guard's wisest rolled her eyes and sighed heavily. "Will someone please, for the love of Mufasa, tell me what in the Pride Lands is going on here!?" she said in a louder voice than she planned, earning raised brows from her friends. "Sorry." she apologized, her ears falling flat against her head as she cleared her throat. "Didn't mean to shout."

"Well..." the baboon leader cleared his throat. "I was having a perfectly nice time when suddenly this..." he motioned to Mbeya beside him, "...this hippo with a horn bumps into me."

"Who are you calling a hippo?" Mbeya questioned, glaring down at the baboon. "I'm a rhino, you baboon!"

"Who are you calling a baboon?" the primate leader challenged, matching the rhino's glare.

"You are a baboon." the galago and genet leaders reminded with deadpanned looks.

"What does it matter what happened? Just get off of me." Zazu begged. He let out a gasp when Mbeya got up off him. "Daylight! I thought I'd never see you again!" the hornbill sighed heavily, staring at the sky.

"Hey, Mbeya." the baboon leader said teasingly, "Looks like you have some hornbill stuck on your backside." he laughed, pointing out some of Zazu's feathers on the rhino's bottom.

Beshte stood between the two leaders so they wouldn't start a fight, "Come on, it was just an accident." he reminded calmly.

The baboon leader nodded, "Sorry, Mbeya." he apologized.

"That's okay." the rhino leader replied. "Sorry I sat on you, Zazu." he apologized to the hornbill who was still laying on the ground.

"Quite all right." Zazu waved his wing. Nyota ran over and nudged Zazu upright with her nose. The Majordomo gave the lioness cub a smile before looking to the Royal Mjuzi. "Rafiki, please tell me this won't make it into the official portrait." he begged,

Rafiki chuckled as he set his gourds full of new paint down by the stone to continue his portrait. "Not the official one." he chuckled under his breath.

"Papa." Nyota said, raising her brow. The mandrill just smiled at his cub and tapped her nose.

"Lion Guard!" Kwato, Gumba, and Shuaku shouted.

"It's Makuu!" screamed Kambuni and Cheka

Mtoto lifted his ear, hearing the muffled voice of the aforementioned crocodile. "I think he's at Pride Rock!" exclaimed the young elephant. "And he's yelling at Bupu again!"

"Let's go!" Kion ordered, casting a glance to his Guard before taking off towards Pride Rock.

Nyota looked to Rafiki, her stormy-blue eyes quivering and full of hesitation. "Do not be afraid, my cub." the mandrill advised, placing his palm over Nyota's Mark of the Guard. "Trust what you feel in here." He tapped the left side of her chest.

A smile crossed Nyota's muzzle, "Thanks Papa." she said with a tip of her head before running after her friends.

* * *

Makuu took a step forward towards Bupu "You've got a..." he began to say, but was cut off when Kion pounced on his back with a low growl.

"Kion!" Simba stepped forward, standing next to Bupu, who couldn't help but snicker at the sight of the young prince standing on the arrogant crocodile. "What are you doing?" the King's eyes were slightly narrowed.

"Dad?" Kion questioned. "We heard..." he trailed off when Makuu threw him off his back.

"You heard us negotiating, cub!" the crocodile leader growled.

"We were just about to reach an agreement for the crocodiles to sleep by the antelopes' watering hole." Simba elaborated. Hearing this, Kion's ears fell against the sides of his head. "Now, Bupu, Makuu, if we can just..."

"Forget it!" Makuu cut off. "How can I trust any of you if you don't trust me? This whole summit's a joke!" he turned his back and walked away, gritting his teeth and fighting the urge to rip apart the youngest member of the Royal Family. The rest of the Lion Guard arrived just as Makuu left.

"But Makuu, we were so close." Simba sighed and lowered his muzzle. "Don't worry, Bupu. We can try again."

"With all due respect, your highness, I don't see the point." Bupu replied. "I've done my best." he turned his nose up and spun on his heels, "But negotiating is obviously not the crocodile way." He walked down the path to Mizimu Grove.

Simba sighed heavily and turned to face his son, who's ears were still flat against his head. "We talked about this, Kion." he reminded in a stern voice.

"I know, Dad, but there's something going on." Kion defended. "I'm not sure what, but Makuu..."

"...Is a new leader." Simba finished. "I need to build his trust. That's why I included him in the summit."

"But he just wants to ruin it!" Kion assumed.

"You may have ruined it." Simba countered.

Kion blinked and lowered his muzzle, "I'm sorry, Dad." he apologized, not meeting his father's eyes. The scene unfolding before her was enough to make Nyota's heart ache and her own ears fall flat.

"Then find a way to fix it." Simba advised, making his way down the hillside. "I have to get back to Mizimu Grove and salvage what I can of the summit."

Kion turned away from his father, his head still lowered. Nyota padded up to him and brushed against his side, nudging her head under his chin and placing her paw beside his. A small part of Kion's guilt and pain went away when he felt his best friend brush against him, and he instantly returned her nuzzle.

"I'm sorry that happened." the female cub whispered. "I know how you hate to disappoint him."

"Thanks." the male cub whispered back, rubbing his mane against her forehead. The two cubs pulled away and smiled at eachother, their tails swaying back and forth.

"What's Simba so upset about?" Bunga asked, breaking the silence. "We saw Bupu...You saved him."

"No, I didn't." Kion rebuked. "Apparently, Bupu didn't need saving."

"He didn't?" the honey badger questioned.

"You still think something's going on with Makuu?" Fuli asked gently.

"I... I don't know." Kion shook his head, slowly padding away from his friends. "I need some time to think."

Rafiki's words echoed in Nyota's mind. "Kion, wait." she ran and caught up with him, the pair now standing by a small stream near Usiku Meadows. "May I say something?" Kion nodded, wondering why she would even ask that,

Nyota took a deep breath, "Okay well...everything that's happened today, you've been going about it wrong." she admitted. Kion's brow arched, "What I mean is, we've been assuming Makuu's intentions are less than honorable, and given our past encounters, that's understandable." Her eyes met his. "Everytime we heard about Makuu, we automatically assumed he's the guilty party, jumping to conclusions before we had all the facts."

Kion blinked, realizing that his best friend may have a point. "Like Papa Rafiki always says..." Nyota went on, "...leap to conclusions, and you leap to confusions."

"Yeah." Kion muttered.

Nyota tapped his cheek with her nose, "I'm not saying that I completely trust Makuu, but I think that there's more going on than we know." She brushed her forehead against the side of Kion's face, "Just think about that." She gave him a soft smile, turning around and walking back towards the rest of the Guard.

Once Nyota was out of sight, the clouds behind Kion opened up, revealing Mufasa's spirit. "She is right." he agreed.

Kion looked over his shoulder, "Yeah, I may have acted too quickly." he admitted, facing his grandfather. "I just have this feeling that something's going on, and Makuu's a part of it."

Mufasa chuckled, "Well, perhaps you and Nyota should talk more about today's events and see if you can figure out what's truly going on." he suggested. "She seems to know what she's talking about." a smile formed across his muzzle. "You chose your Wisest well, Kion."

The young prince smiled back at his grandfather, his tail swishing back and forth, "Thank you, Grandfather." he bowed his head.

Mufasa returned the gesture as his spirit faded back into the clouds. Just as he disappeared, Bunga came running towards Kion, and crashed right into his side before falling on his back. "Mtoto just heard Makuu on the attack!" he alerted, jumping to his feet. "We gotta go!"

"What? Makuu's attacking?" Kion repeated, looking from the honey badger to the elephant. "Mtoto?"

"Well, I heard something about an attack." Mtoto informed. "I'm just not sure who's attacking who."

"It's gotta be Makuu!" Bunga exclaimed. "Who else could it be?"

"Easy, Bunga." Nyota soothed, raising her paw a few inches off the ground before lowering it. "Let's not jump to conclusions."

"Nyota's right." Kion agreed, giving his best friend a small smile before turning his attention to the young elephant. "Mtoto, can you listen again?"

Mtoto lifted his ear and heard a muffled voice. "They're going to do it tonight, right after sunset." he informed with a gasp.

"Who's going to do what right after sunset?" Beshte questioned.

Mtoto shook his head. "I couldn't tell."

"Come on, it's Makuu's big plot!" Bunga urged. "Whatever it is, it's happening tonight!"

"Okay, but so far, Makuu hasn't done anything wrong." Nyota pointed out.

"Yes." Ono agreed, perching on Nyota's back. "You are right about that."

"But it seems like he's been at the center of everything Mtoto has heard today." Cheka pointed out, her and Kambuni standing beside the Guard's wisest.

"Yeah, well, he doesn't exactly get along with anybody." Fuli noted. Kwato nodded in agreement.

"So...are we going after Makuu?" Bunga asked, scratching the back of his head.

Kion looked to Nyota, "What do you think Nya?" he asked her.

"Uh...well..." the Guard's wisest cleared her throat and took a deep breath, exhaling a few heartbeats later. "First off, Makuu has made enemies of pretty much everyone here at the summit, us included." She walked up and stood beside Kion, about two inches between their paws. "Before the summit began, he did say he was here to show he takes his leadership role seriously...and it does seem like he wants to change how the other Pride Landers see him. To change his ways." Nyota's brows arched as she thougt about the day's events. "But even if he's ready to change, that doesn't mean everyone else is."

"What does that mean?" Gumba asked, scratching his head.

Nyota paced a couple times, going over everything in her head. She stopped suddenly when everything clicked, "Makuu's not the one planning something...he's the target!" She looked up at Kion, their faces an inch from eachother's. "Kion, we've gotta warn him."

The Guard's leader nodded, stepping forward to stand beside her and faced the rest of the team. "You heard the wisest. Let's go." he ordered. The Guard took off, tracking Makuu and hoping they reached him before something bad happened.

* * *

They tracked Makuu to the clearing near Mizimu Grove, "Makuu!" Kion called out.

The crocodile leader growled under his breath as he spun around, seeing the Guard enter the clearing. "Leave me alone, cub!" he snapped.

"Makuu, listen, you're in danger!" the Guard's wisest warned.

"Is your prince gonna pounce on me again?" Makuu asked in a sarcastic tone, watching as the Lion Guard surrounded him.

"Relax, Makuu." Bunga stated nonchalantly. "We're here to protect you."

"You? Protect me?" Makuu scoffed. "I'm a crocodile!" he snapped his jaws for emphasis, turning to continue on his way. "What could you possibly protect me from?" He took a few more steps and the ground gave way beneath him. He almost fell, but was saved when Nyota and Beshte grabbed his tail. Bunga held onto the base of Makuu's tail, while Kion and Fuli leaned against his shoulders, pushing him a safe distance from the hole.

The crocodile leader caught his breath. "Thanks." he muttered with a sigh.

"You're welcome, Makuu." Nyota replied with a small smile.

Bunga walked to the edge of the trap hole. "You call this a trap?" he scoffed. "Not a very good one. I mean, who's gonna fall into..." the ground under his feet slipped and Bunga fell into the hole.

"Bunga!" the rest of the Guard shouted, running to the edge of the trap to check on their bravest member.

"I'm okay." Bunga assured.

Fuli's nose crinkled. "What's that smell?" she gagged.

Ono focused his eyes as he looked down into the pit, "I think it's...rotten fruit." he informed.

"Yuck." Nyota recoiled

Bunga took a bit out of one of the fruits, "It's not that rotten." he corrected.

Makuu looked into the trap, "So...somebody wanted me to fall into a pit filled with rotting fruit?" he questioned with a raised brow.

"I'm tellin' ya, it's not that rotten." the Guard's bravest rebuked.

"Who would do this?" the crocodile leader looked to the two lion cubs.

"I don't know." the Guard's fiercest answered honestly.

The Guard's wisest arched her brow, "I have an idea how we can find out." she informed, sharing a glance with Kion.

* * *

All of the herd leaders, minus Makuu, stood in front of the stone pedestal at the front of Mizimu Grove. Four members of the Lion Guard stood off to the side with three members of the Royal Family, along with the Royal Majordomo and Mjuzi as well as the young Guard admirers. Kion and Nyota stood side by side at the base of the rock formation.

"Animals of the Savannah Summit." Kion addressed. "I'm afraid my friend has some bad news."

Kion looked to Nyota, who let out a heavy sigh. "I don't know how to say this, but..." she began. "...It's about Makuu." Whispers went through the crowd. "Earlier this evening, he fell into a pit." Nyota continued. "It was a serious fall. He tried his best to get out. He struggled bravely, like a true crocodile. But...I'm sorry to say that..." she sat down and lowered her muzzle, "...Makuu has completed his journey through the Circle of Life."

"What?" Twiga gaped, her eyes going wide as she glanced down at Vuruga Vuruga,

"That's horrible." Ma Tembo lowered her trunk.

Bupu's ears fell to the sides of his head, "And we were so close to a deal." he muttered.

The grove was silent for a minute before a confession was made. "We never meant for him to get hurt." Twiga admitted.

"We just wanted him to fall into some rotten fruit!" added Vuruga Vuruga.

All the animals, minus the Lion Guard, gasped. Bunga rolled his eyes, "For the last time, it wasn't that rotten!" he sighed heavily, taking a bite out of a piece of fruit he took from the pit. All the animals gasped again.

"You thought you could take me out with one little pit?" Makuu accused, stepping out from behind one of the Baobab trees and walking down the center of the grove.

The crowd gasped again at the sight of the very much alive crocodile leader. "Good plan." Kion whispered to Nyota, who just smiled and tapped her paw to his.

"Makuu?" Twiga and Vuruga Vuruga gasped.

"Makuu" the rest of the crowed echoed in a gasp.

"Enough with the gasping." the sable antelope groaned under his breath.

Bunga and Gumba ran to the crocodile leader and wrapped their arms around his neck. "Makuu, you're okay." they sighed in relief.

Fuli rolled her eyes, "You two knew that all along." she reminded. Kwato nodded in agreement, stomping his hoof.

"Oh, yeah." Gumba chuckled, him and Bunga returning to their group.

Makuu approached the two animals who were behind the trap. "We didn't want to hurt you." Twiga admitted. "Just make you smell bad."

"The way you were strutting around here, we wanted to teach you a lesson." Vuruga Vuruga added with an arched brow.

"I came to the summit to show I'm a good leader, to help my float and the Pride Lands." Makuu spoke. "But none of you gave me a chance." at that comment, Kion's ears fell flat and he looked down at his paws. Nyota brushed her paw against his and rested her head against his shoulder. "Instead, for my efforts, I get this...this plot..." the crocodile leader snapped, causing both the female leaders to gasp, "...worthy of a crocodile." Makuu chuckled. "I couldn't have done it better myself."

Both Twiga and Vuruga Vuruga sighed in relief. "say, let King Simba and Queen Nala's Savannah Summit go on!" Makuu announced. The crowd erupted into cheers, with Ma Tembo letting out a proud trumpeting.

"Nice work, Kion." Nala praised, nuzzling her son.

"Yes." Simba agreed. "You saved the summit."

"After I almost ruined it." Kion added with a light chuckle. Kiara giggled and nudged her brother's shoulder with her own.

"Makuu, perhaps, you and your float should spend the dry season sleeping near our watering hole after all." Bupu suggested.

"What are you talking about?" questioned Vuruga Vuruga. "The crocs will sleep by our mud wallow!"

"No." the sable antelope argued. "I think it should be near us."

Nala and Simba shared a look and a chuckle, "Excuse us, son." Simba excused. "Your mom and I need to get a handle on this before it gets out of control." The leaped off the stone to try and settle the argument between the sable antelope and buffalo leaders.

Kion and Nyota joined with the rest of the Guard and their young friends. Mtoto heard his mom shout his name, "Mom! I forgot." the young elephant gasped. "I'm on my way home right now." He looked to his five friends, "Say, you guys wanna have a sleep over in Kilio Valley?"

"Yeah!" Kwato, Gumba and Shuaku agreed.

"Sounds fun." chimed Kambuni and Cheka.

"Bye Lion Guard!" the six young animals waved to the Pride Lands protectors before running off towards Kilio Valley.

"Ya know, I'm glad I can't hear like Mtoto." Bunga admitted, crossing his arms over his chest. "I don't want to know everybody's business."

"Just as well." Fuli chuckled. "You'd look pretty silly with ears that big." The rest of the Guard laughed.

Rafiki cleared his throat, getting Nyota's attention. He stood a yard away from the Lion Guard, leaning against his bakora staff. "That's my cue." Nyota got out one last chuckle at Fuli's joke, "Gotta go home. See ya tomorrow."

"Night Nya." Bunga patted her shoulder as she walked past him. Nyota ruffled the white fur on top of his head with her paw, before lightly headbutting Fuli, Beshte, and Ono.

She ran to Rafiki, but was halted when Kion called her name, the two cubs facing one another. "Yeah Kion?" Nyota asked, her tail swaying.

A smile crossed his pale gold muzzle as Kion stepped forward and brushed his cheek up the side of Nyota's face, tapping his forehead to hers as his tail swayed behind him. "Thanks for today." he told her, their eyes meeting. "For calling me out."

Nyota giggled and lightly pushed his head back, a smile on her muzzle. "I'm pretty sure it's the wisest's job to keep everyone in check, including the fierce leader." she chuckled. "I was just, doing my job."

"Yeah, and I'm glad you do it well." Kion replied. "If I ever act like I did today..."

"Oh I'll definitely call you out." Nyota interjected. Kion nuzzled her again, rubbing their foreheads together as they both began to softly purr. From her perch at the front of the grove, Kiara grinned ear-to-ear, happy to see that her little brother as found someone special. Likewise, Rafiki couldn't help but smile at the sight of his cub with a lion as fierce as the young prince.

The two cubs pulled away from eachother, still smiling. "Well, I've gotta head home." Nyota said, her voice soft. "See ya tomorrow for morning patrol."

"See ya then." Kion nodded.

"Goodnight Kion." With one last smile, Nyota turned and ran to her guardian, both of them walking out of the grove. Rafiki patted her head as they walked.

"Sweet dreams, Nyota." Kion muttered under his breath as he watched Nyota leave the grove with Rafiki.

He didn't even realize Kiara had joined him untill he heard a light chuckle, "That was cute. Giving your girlfriend a good-night nuzzle."

The prince's eyes narrowed as he glared at his sister, "Nyota's not my girlfriend." he rebuked, walking away and heading for Pride Rock.

"Could've foold me." Kiara giggled in a sing-song voice as she followed her little brother towards home.

* * *

**A/N: I am so sorry it took so long to update. Let's just say I had some bad days where I didn't feel like doing much except sleep, and it felt like my head was being crushed by the jaws of life. But here's the next chapter of _Lion Guard Adventures_, and I even added some extra fluff as an apology for taking so long. I'll try to get the next one out soon.**

**Next time: **_**A comedic troop of baboons come to the Pride Lands for more than just to entertain.**_

**Now for comments/questions:**

**KDBloomfield: **Well here's more fluff for ya. There will be plenty more in the coming chapters. Thanks for being patient with the updates.

**Lockieboy1819: **Thanks for sticking around for the sequel and thanks for being patient with the updates. Hope you enjoyed this chapter too.

**Fanficteller: **Thanks for the love and being patient with the updates. Hope you enjoyed this chapter and look forward to the next one.

**738: **It appears to be that way, yes. Thanks for being patient with the updates.

**Derick Lindsey: **Thanks for the support and sticking around for the sequel. I hope you like the little fluff between our two favorite lion cubs in this chapter. Thanks for saying that my health comes first, I appreciate that. Thanks for being patient with the updates.

**18Andrew: **Thanks for sticking around for the sequel and being patient with the updates. There will be more Nyota/Kiji confrontations in the future.

**TheGreenVex: **Thanks for sticking around for the sequel and being patient with the updates. Hope you enjoyed this chapter.

**CrystalVixen93: **Thanks for the support and being patient with the updates. Hope you enjoyed this chapter.

**grapejuice101: **Thanks for sticking around for the sequel and being patient with the updates. Hope you enjoyed this chapter. Don't worry, Scar will show up soon.

**24680: **Possibly. Keep reading and find out. Thanks for keeping up and being patient with the updates. Hope you enjoyed this chapter.

**kickykyo: **Thanks for keeping up and being patients. I hope you enjoyed this chapter. Yes, Nyota's relationships with the other characters will be in future chapters.

**KNFOBB: **Yes, everyone does seem to be excited about the King and Queen of Bahram in the Backlands. Hope you'll be patient with the updates because those chapters are a little ways away.

**KNFABBO: **Their feelings could possibly be changing. Keep up to find out.

**SNKK: **Well, I'm trying to write it that way. But no couple is completely perfect.

**MakuchaFan42: **For season three, there might be a couple more animals in his army. Wait and find out. Season three is a long way off.

**MEJLADCU: **Possibly, stick around to find out.

**johannvanguard: **Thanks for sticking around for the sequel and being patient with the updates. Don't worry, there will be more Kiji/Nyota confrontations, each more intense than the last. And I do plan on having a few more alternate endings to different chapters, just to keep it fresh. Hope you enjoyed this chapter.

**DSKRSMDFPJ: **A few characters have their suspicions. Keep with the story to see how those feelings grow.

**Kagz419: **Glad to know you love this series. Hope you'll stick around to see how Kion and Nyota grow closer.

**Demongirl123: **Thanks for the love and support sis, I don't know what I'd do without you! So glad you enjoyed the premier and I hope you'll love the fluff moments in this chapter as well. Writing Kiji is a little fun for me since she's my first pure evil character. There's more confrontations to come. Thanks for sticking with me and being patient with my updates, and being there for me when my own mind tells me nothing I do matters. Love you sis! XOXO

**Patricia Louise A. Pena: **I'll do my best to expand upon his character development, as well as the development for all characters. Hope you'll stick around for the rest of the season. Thanks for the support.

**CADSCSUHG: **I have so much planned for them, to slowly show how their feelings for eachother are changing and growing. Pure fluff.

**HAZN: **Her past will be explained here and there, and will be fully explored later on. Keep up to find out.

**DVYHCANLHLTPKSKW: **I have some other songs in mind for future chapters as well as the sequels. Stick around to see what I choose. But, feel free to share your idea. I'd like to know.

**CalvinFujii: **Well, I did add Nala and Kiara in this chapter so I hope you enjoyed it. Thanks for sticking with the story and being patient with the updates.

**Shane Hedin: **Okay, I'll try to answer your questions as best I can. 1) Makini will be staying at the Tree of Life to be the Royal Mjuzi to Queen Rani and her King. 2) I do love the Kion/Rani duet and might use it in another chapter, just with some small lyrical changes. Kion and Nyota will actually have two romantic duets in the third season. 3) I will add other moments between the couples I'll use in this series, just wait and see. 4) Wait untill "The Rise of Scar" to see what happens, I won't spoil anything there. 5) I won't be adding humans at all in this series. 6) More about the history of the Lion Guard regarding the Wisest will be revealed in time. I will say this, the Wisest and Fiercest don't always end up together, sometimes she went with another member of the Guard or not a Guard member at all.

**Thanks again to everyone who stuck with this story and are waiting patiently for updates. I'll try the best I can, but sometimes life happens and I can't write or don't feel like it. **

**XOXO~Cyber**


	3. The Traveling Baboon Show

**The Traveling Baboon Show**

* * *

**Song Key:**

* **"Words appearing like this indicate vocals."**

* * *

The Lion Guard went about their patrol, enjoying the fact that it was a peaceful morning going into a peaceful afternoon. "Sure is nice and quiet around the Pride Lands today." Beshte pointed out with a wide grin as he watched a few green bee-eaters fly around them.

"Yeah." Nyota agreed with a content sigh, her eyes having a bit of sparkle. A pale yellow and pink butterfly fluttered around the young lioness, landing on her nose for a few seconds before it took off.

Bunga turned over a nearby stone and grabbed a few grubs "You won't hear me complainin'." the honey badger chuckled, shoving the grubs into his mouth, crunching loudly.

Fuli shuttered at the crunching noise. "No, but we will hear you chewing." she groaned with a roll of her eyes.

A pair of antelopes ran past the Guard, stopping by a tree a few yards away and whispering to a pair of zebras. Within a few seconds the four animals took off in a hurry. The Lion Guard's fiercest raised his brow, "Wonder what's going on over there?" he pondered aloud.

"Do you think something's wrong?" Ono asked from his perch on Nyota's back.

"If there was, you'd think they'd come to us." Nyota pointed out, glancing from Ono to Kion.

"Ma Tembo?" Kion questioned as the elephant leader ran past them. "What's going on? Why are you running?"

Ma Tembo came to a quick halt, "Sorry, Kion." she apologized. "Don't mean to be rude, but there's no time to talk." As quickly as she stopped, she went on the run again, taking the same path the antelopes and zebras took.

"Wow." Bunga blinked. "That was one big elephant but they're in one big hurry."

Nyota glanced to the keenest of sight still perched on her back. "Ono, can you try to find out where they're going?" she questioned.

"On it." Ono saluted, taking off from the female cub's back.

"Is something chasing them?" Beshte asked

"Negative." Ono replied. "But they're not the only ones running."

Fuli glanced to Nyota, "Well, if they're not running from something..."

"...they must be running to something." Nyota finished, meeting her cheetah friend's eyes.

"Then let's find out what." Kion voted. "Come on."

* * *

The Lion Guard followed the animals to a small grove of sausage fruit trees, where the small crowd was gathered around a single one. "Wonder what's goin on here?" Nyota raised her brow.

Fuli rolled her eyes, "Seriously." she agreed. "It's just a tree."

Bunga's eyes widened and he grinned. "Maybe it's time for the sausage fruit to fall!" he exclaimed, looking up at the large fruits hanging from the tree before turning to his friends. "You ever tasted these things?" The honey badger made a 'smooching' sound, kissing his claws. "They're delicious!" One of the sausage fruits fell and landed right on his head, earning a slight whimper from the badger. He rubbed his head with one paw, picking up the fruit with his other. "I like 'em better on my inside than my outside." he chuckled.

Beshte scanned the crowd and saw the rhino leader. "I bet Mbeya knows what's going on." he told the rest of the Guard. "Let's go ask him." The hippo walked over to the older rhino, with the rest of the Guard following.

"Hi Beshte." Mbeya greeted when he saw the Guard's strongest approach him. "Hello Lion Guard."

"So Mbeya..." Beshte's brow quirked slightly. "...what's going on here?"

"I heard that you gotta see these baboons!" answered the rhino leader. He looked around, not realizing he was facing away from the tree as opposed to the rest of the crowd. "Uh, do you see 'em?"

Fuli rolled her eyes again. "Ugh, baboons." she groaned, shaking her head. "What have they done now?"

Kion looked to the Guard's keenest of sight, "Ono, check it out." he ordered.

"Affirmative!" the egret saluted, taking off from Nyota's back. He scanned the area, searching for any baboon. "Hmm. I don't see any..." suddenly a blur of pale brown fur darted past him, making Ono scream in surprise.

Fuli let out a grunt when the pale brown baboon, with a pale cream streak on the top of his head, landed on her back, holding his arms above his head. "Hey!" the cheetah snarled. "Get off."

A second later, a second baboon, also with pale brown fur and had two pale cream stripes on his head, landed in the center of Nyota's back, holding six small berries in his palms. "What in the Pride Lands?" questioned the lioness cub.

The two baboons started juggling the berries between them as they moved along the backs of the two female felines, who just stared at the primates with annoyed glares and raised eyebrows. The baboons then tossed the berries towards the sausage fruit tree and cartwheeled up Fuli's and Nyota's necks, leaping off their heads and landed at the base of the tree. The baboon with the single pale cream stripe on his head landed on his feet, while the other landed on his partner's hands as he caught the berries with his feet.

"Whoa." Bunga sighed, gaping in awe.

"That was pretty impressive." Kion noted, a small smile forming on his muzzle.

"Easy for you to say." Nyota muttered. "They didn't leap off your head." At the lioness' comment, Fuli huffed in annoyance, holding back the urge to eat the pair of primates for an early lunch.

"But they need to watch where they're going." Ono groaned, perching on Nyota's shoulder. "They almost flattened me, jumping out of that tree."

The rest of the animal crowd was impressed with the baboon's act that they were cheering over the Guard's slight complaining. The pair of pale brown primates continued to swing through the tree, throwing eachother back and forth.

"I'm confused." Fuli glanced to Nyota. "Are they attacking us or what?" Nyota just shrugged her shoulders in response.

"Shh!" Bunga placed his hands over the two feline's muzzles. "Here comes another one." Fuli and Nyota both glared at Bunga, before their eyes caught a third baboon joining the act. He was more lanky than his two companions and had tawny-brown fur.

"Hello, everybody!" he greeted energetically. "You've just met the Magnificent Mwevi and Mwizi!" he motioned to the two baboons on either side of him. "My name's Uroho..." he introduced himself. "...and we are The Traveling Baboon Show!"

The crowd erupted into cheers, whereas the Lion Guard just exchanged slightly confused glances with one another, except for Bunga who was cheering with the rest of the crowd. Uroho grinned, motioning to silence the crowd, "We are so glad you could be here today folks!" he continued. "Thanks for taking time out of your busy schedule of eating, sleeping and standing around. Or..." he ran up to Thurston and two of his herd members, "...if you're a zebra, panicking and running!"

The crowd burst into laughter. "It's funny because it's true!" Thurston agreed between laughs.

Uroho swung from a few vines, landing on Mbeya's horn, balancing on one hand. "Just don't try to horn in on the act, okay, buddy?" he chuckled. He jumped off the rhino and slid in front of Ma Tembo, "Beg your pardon, ma'am, but I think..." he lifted her trunk a few inches off the ground, "...you forgot to unpack your trunk!" he laughed as he magically pulled vines out of the elephant leaders trunk, which earned a surprise gasp from the audience.

"You think that was amazing?" questioned the baboon trio's leader. "Oh, no." He and his two companions shook their heads. "You ain't seen nothin' yet!"

An upbeat musical tone filled the air as the trio of baboons started dancing.

**"You want to see amazing**

**You wanna see some sights**

**Well, stay right here**

**Don't go nowhere**

**Our show is filled**

**With delight."**

Mwevi and Mwizi did a series of acrobatic routines while Uroho danced among the crowd, performing various magic tricks as he continued to sing.

**"Prepare yourself for magic**

**Prepare yourself for thrills**

**But don't rely on just your eyes**

**You might end up with some chills."**

He pulled a large sausage fruit from Ma Tembo's ear, tossing it to the pair of acrobatic baboons, who kicked it back and forth. They then kicked it into the audience and Bunga jumped to catch it, holding it up victoriously. That is until Uroho snatched it away from him in the blink of an eye, flipping over the Lion Guard and landing at the base of the tree, Mwevi and Mwizi on either side of him.

**"We're the Traveling Baboon Show**

**Prepare for what you don't know**

**Things may seem clear, then they disappear**

**And you wonder, where did we go?**

**We're the Traveling**

**Traveling...**

**...Baboon Show."**

In the midst of their dance number, the two baboon acrobats swung over the two female members of the Guard, and their leader grabbed Ono, who was perched between the lioness cub's shoulder blades, by his crest feathers. Mwevi juggled three small berries, tossing them to his twin, who swatted them away. Uroho stuck a landing, holding Ono above his head, the three berries landing on the bird's beak. Ono shook the fruit off and flew back to his friends, annoyed by the primate's antics.

**"Some call it entertainment**

**Some call it crazy fun**

**We'll make you laugh, so don't hold back**

**'Cause then we'll keep moving on."**

Ono only spent a few seconds on Nyota's back before Mwevi joined him. The baboon swung two leaves around the bird and when he spread his arms, Uroho was standing where Ono had been. The two baboons flipped off the female cub, and Mwizi slid around some gourd shells, motioning for Bunga to pick one. The honey badger pointed to the one closest to himself, and once the shell was lifted, Ono appeared, his eyes set in annoyance.

**"We're the Traveling Baboon Show**

**Prepare for what you don't know**

**Things may seem clear, then they disappear**

**And you wonder, where did we go?**

**We're the Traveling**

**Traveling...**

**...Baboon Show."**

The two baboon acrobats danced between Fuli and Nyota, while their leader swung from his feet. Uroho slid on his knees, holding a large sausage fruit. He seemingly smashed it between his palms, but when he lifted his hand, a bright pink flower that resembled a star, was its place. Uroho placed the flower behind Nyota's left ear before weaving through the crowd doing other magic tricks. Mwevi and Mwizi went to follow, but not before each of them planted a small kiss on the female cub's cheeks. Nyota's eyes widened in shock, while Kion's narrowed slightly and his brow arched.

**"Mystery is all around us**

**Magic happens everywhere**

**So relax and enjoy this**

**We're gonna leave you without a care."**

The baboon trio continued to sing and dance through the crowd. Some members of the Lion Guard were starting to dance to the music, while others grew annoyed with the baboons. Only Kion and Nyota stood and tried to watch the primates as they swung around the tree.

**"We're the Traveling Baboon Show**

**Prepare for what you don't know**

**Things may seem clear, then they disappear**

**And you wonder, where did we go?**

**We're the Traveling Baboon Show**

**Prepare for what you don't know**

**Things may seem clear, then they disappear**

**And you wonder, where did we go?**

**We're the Traveling, Traveling, Traveling, Traveling**

**Traveling...**

**...Baboon Show!**

**Baboon Show!"**

The trio of baboons bowed as the crowd erupted into cheers. "Well...that's our show, folks!" Uroho announced. "Thank you for coming out!"

The crowd of animals dispersed, leaving just the Lion Guard. "These guys are great!" Bunga beamed.

"Mmm, they're okay for baboons, I guess." Fuli shrugged her shoulders.

The honey badger looked quizzically at his cheetah friend. "You kidding?" he questioned. "They're so funny!"

Ono rolled his eyes. "Yes, they're hysterical." he muttered sarcastically, earning a chuckle from Nyota.

"At least you got to be a part of the act, Ono." Beshte pointed out.

Bunga nodded in agreement. "Wonder if they need a honey badger for their act?" he pondered aloud. "Bunga and the Baboons!" he pitched to his friends.

Fuli and Nyota exchanged a glance before looking to the Guard's bravest member. "Seriously?" they both deadpanned.

Bunga nodded again before running to talk to the three baboons. "Since they're visitors in the Pride Lands, I think it's my duty to say hello." Kion suggested, glancing to his friends. "Don't you?" He looked to Nyota, who still had the pink flower behind her ear.

"I guess so." Nyota answered. "I mean, you are the Prince." she smiled and nudged his shoulder with her own, brushing her nose against his cheek.

From his perch on Nyota's back, Ono sighed heavily. "If you say so." he groaned, settling between the lioness cub's shoulder blades as the Guard followed Bunga.

"Glad you enjoyed that show." Uroho said to Bunga as the Guard came up on them.

"Enjoyed it?" Bunga repeated, his eyes wide. "I'll never look at sausage fruit the same way again." He leaned in closer to the tawny-brown baboon, "You know, I know a honey badger who would be perfect for your act." He raised his eyebrows and winked.

Uroho chuckled, "I'm sorry." he apologized. "But we don't have any openings right now."

Bunga shrugged, "Your loss."

Kion stepped up beside the honey badger. "Welcome to the Pride Lands. I'm Kion." he introduced with a friendly smile. "I really enjoyed the show. You should come to Pride Rock and perform for my mom and dad." he suggested.

"The royal family!" Bunga elaborated, leaning against the prince's side. "Yeah, that's right. I know 'em." Bunga crossed his arms over his chest, while Kion just smiled. "No biggie."

The three baboons' eyes widened. "Oh, you're..." Uroho stuttered. "...you're the son of the king?"

"That's right." Nyota nodded, standing on Kion's right. "He's also leader of the Lion Guard." she added. "That's us." she motioned to the rest of the Guard.

"Oh...are you the princess then?" Uroho prided, looking at the female cub.

"No." Nyota answered, shaking her head. "I'm not the princess."

"She's my best friend." Kion added. "And my second-in-command." The golden-furred prince smiled at the cream colored cub beside him.

Uroho chuckled nervously, "That's...really...interesting." he stammered. "Now if you'll excuse us, we need to rest up for this next show." he excused, him and the two baboon acrobats jumping into the tree.

"Huh. Weird." Fuli blinked.

"Come on, everybody, let's finish our patrol." Kion voted, turning around and walking away from the tree.

"Finally!" Ono sighed in relief as Nyota kept pace with Kion.

The Guard's bravest shrugged his shoulders, "I still think 'Bunga and the Baboons' has a good ring to it." he noted as he walked between the strongest and fastest members.

Fuli rolled her eyes, "Let it go Bunga." she told him.

* * *

As the Lion Guard continued their patrol through the grasslands, they heard a voice shout "Lion Guard! Help!"

"That sounded like Ma Tembo." noted the Guard's wisest.

"Come on guys." the Guard's fiercest ordered. "Till the Pride Lands end..."

"...Lion Guard defend!" the other five members finished as they followed their leader.

A few animals from the earlier crowd were standing around a bare tree. "Ma Tembo, what's wrong?" Kion asked as he and the Guard arrived on scene.

"Just this morning that tree had plenty of flowers and leaves." the elephant leader informed, motioning to the bare tree.

"Yeah, and there was lots of grass all around too." Mbeya added, stomping his foot in the dirt. "Now it's all gone."

"Excuse me!" Thurston cleared his throat as he trotted up to the Lion Guard. "I believe I was about to say something very important." He cleared his throat. "There was scads and scads of grass! Everywhere!" the male zebra exclaimed. "And now it's all gone!"

Bunga turned over the rock where he found a few grubs earlier that morning, and saw that there weren't any left. "The bugs are gone too." he noted.

"Someone came and took it all." Ma Tembo sighed with a shake of her head.

"Do you know what that means?" asked Thurston as he got in the faces of the two female Guard members.

The Guard's fastest blinked her emerald eyes, "What?"

Thurston shrugged his shoulders. "I don't know, I'm asking you!"

Nyota rolled her eyes, turning her head in Kion's direction. "It means we have a food thief hiding somewhere in the Pride Lands." she informed everyone.

"Eh, what's the big deal?" Bunga shrugged. "There's plenty of food to go around."

"It's almost the dry season, Bunga." Kion reminded.

"Which means a lot of animals have to eat extra now to survive when less stuff is growing." Ono added, standing between Nyota's shoulder blades.

"Like my dad always says, 'It's not fair to take more than your share'." The Guard's strongest stated.

"It's more than not fair, Beshte." Nyota replied. "It goes against the Circle of Life."

Kion met the eyes of the elephant leader, "Don't worry, Ma Tembo." the prince assured. "The Lion Guard will figure out who did this and make sure it doesn't happen again." he promised.

"Thank you, Kion. Lion Guard." Ma Tembo bowed her head in respect. "Come, everyone, let's find another place to eat." she led the group away so the Guard could investigate the area.

Once the other animals were gone, the Guard went to work. Ono flew up to examine the bare acacia tree. "Even the highest flowers and leaves are gone." he informed the others. "It must've been somebody really tall."

"A giraffe!" Bunga shouted. "I knew it!"

"But the food thief flipped over that rock to get at the bugs." Fuli reminded, "Could a giraffe do that?"

"I doubt it." Kion replied. "An elephant could, maybe, with it's trunk."

"An elephant!" Bunga suspected. "I knew it!"

Nyota rolled her eyes. "Well, an elephant could use his trunk to grab flowers and leaves from the tree." Ono informed, landing between the two lion cubs.

"But elephants don't eat bugs." Nyota pointed out.

Beshte investigated the bare area they were standing in. "Well whoever this theif is, they ate this grass clear down to the ground." he noted.

"A zebra!" the honey badger piped up. "I knew it!"

A few feet away, Thurston lifted his head, having heard the accusation. "I beg your pardon!" he huffed, his eyes narrowed.

Kion rolled his eyes, "Bunga..." he sighed. "...a zebra couldn't reach the high leaves and flowers."

"Plus, some zebras are afraid of..." Ono spoke up, but was cut off when Thurston shrieked loudly over seeing a caterpillar crawling over the grass he was about to eat. "...bugs." the Guard's keenest of sight finished his statement, as the zebra leader panicked and ran away.

Bunga ran and grabbed the caterpillar, "Thanks Thurston!" he called after the zebra, before tossing the insect into his mouth.

"Okay." Kion sighed again, looking to his team. "What does this all mean?"

Fuli pawed at the dry ground, "Well, the thief has to be somebody who'll eat just about anything." she noted.

"Like Bunga." Beshte added, standing beside the honey badger. "He'll eat anything."

The Guard's bravest stood tall, "You got that right." he agreed, folding his arms over his chest. "But it wasn't me." he defended, earning laughs from his five friends.

"We know Bunga." Kion chuckled.

"Wait." Nyota breathed. "What if this isn't the work of just one animal?"

Fuli raised he brow and cocked her head to the side, "What do you mean, Nya?" she questioned.

Everyone looked to the Guard's wisest animal. "Well...what if the food thief is actually thieves? As in more than one." she explained. "What if it's a group of animals who like to eat different things, all working together?"

"I don't know, Nya." the Guard's bravest shrugged his shoulders, not convinced by his friend's theory. "A group of different animals working together? That sounds weird." Everyone looked to Bunga, their brows raised. "What?" asked the honey badger.

"Uh Bunga...you do realize we're a group of different animals that work together." Nyota pointed out.

The honey badger blinked a couple times before rubbing the fur on his upper arm, "Oh, right." he chuckled dryly.

The group suddenly heard the sounds of cheering off in the distance. Ono flew up to check it out. "Hapana." the egret groaned with a roll of his eyes before reporting back to Kion. "It's nothing." he informed as he landed in front of the lion prince. "Just another baboon show."

"Can we go, Kion?" Bunga asked, his eyes wide. "Can we?" From beside him, Beshte was also grinning ear-to-ear and nodding his head.

"I'd like to..." the prince admitted. "...but we need to figure out who took all the food."

Beshte's grin disappeared. "Yeah." he agreed. "I guess you're right."

The cheering grew louder, "Ya know, it does sound like a lot of animals are over there." Bunga pointed out, throwing his claw over his shoulder. "Maybe the food thieves are there, too. We ought to check it out." He walked up to Kion and nudged his chest with his elbow.

Kion muttered a "Hmm." as he glanced in the direction of the cheering. "Don't listen to him!" Ono exclaimed. "He just wants to see the show again."

The honey badger shrugged his shoulders. "So? Don't you?"

Ono shook his head, "No, thanks." he replied.

"Bet he's still upset about the fruit on his head." Bunga whispered to Beshte.

"I am not!" Ono squawked, glaring at the honey badger.

Kion lowered his muzzle, meeting the egret's eyes. "Sorry, Ono." he apologized. "I think Bunga has a point." Bunga grinned triumphantly. "Maybe we should check out the audience."

Nyota exchanged a glance with Fuli before looking back to Kion. "I guess we could see if anyone looks suspicious." the cream-furred cub agreed.

"So we can go?" Beshte asked, grinning.

"I don't see why not." Kion answered. The hippo and honey badger took off towards the baboon show, laughing as they ran. "I guess we'd better follow them." the Guard's leader suggested, looking to the others.

Fuli followed after Bunga and Behste, while Kion and Nyota walked a few paces behind her. "You coming Ono?" the lioness cub asked, when she noticed her egret friend was still on the ground.

"I'd rather patrol from the air." Ono admitted, looking up at the two cubs. "I've seen enough baboons for one day."

"Oh. Okay." Nyota's ears fell to the sides of her head, but she wasn't going to press the issue. She leaned down and nudged the egret with her nose. Ono smiled and wrapped placed his wings on her cheeks, rubbing his cheek against her nose. The two pulled away and Ono flew off as Nyota and Kion ran to catch up with the rest of the Guard.

* * *

The crowd cheered as loud as they could during the first act of the show. Kion looked around, realizing the Guard's bravest member was missing. "Hey, where's Bunga?" he asked.

"He's up there." Beshte motioned to the top branches of the sausage fruit tree with his snout. "Making his dream come true."

Bunga was up in the tree, balancing Uroho on his head as the baboon stood on one leg while juggling three baobab fruits. Fuli and Nyota shared a laugh as they watched their badger friend trying to stand still with the baboon on top of his head. Uroho jumped off Bunga and landed gracefully on the ground, catching the baobab fruits without even opening his eyes.

The bravest member of the Lion Guard jumped and did two flips in the air before sticking his landing, the crowd cheering as a result. "Thank you!" Bunga bowed. "Thank you so much!"

Uroho chuckled, patting Bunga's shoulder, "Thanks for volunteering." he said through a forced smile.

"My pleasure." Bunga smiled back. "What're we gonna do next?"

"What you're going to do is join your friends in the audience." Uroho answered through gritted teeth as he pushed Bunga in the direction of the rest of the Lion Guard. The honey badger just shrugged and walked back to his friends as the crowd chanted "Mwevi! Mwizi!"

Uroho waved his arms in a motion to quiet down the crowd. "The Magnificent Mwevi and Mwizi will return after a well-deserved rest." he informed, folding his arms behind his back. "But in the meantime, how about a little magic?" He held his palms clasped together in front of him, but when he opened them, three butterflies flew out, making the crowd gasp in awe.

"Man, Ono sure is missing some pretty amazing stuff." Beshte said as he watched Uroho's magic act.

"You said it Big B." Bunga agreed.

"Where is Ono, anyway?" Fuli asked, glancing to Nyota.

"He wanted to patrol." Nyota answered. "To see if he could catch the thieves in action while the show was going on. Still..." She looked up at the sky, glancing over her shoulder, "...it's been a while. I hope he's okay."

"I'm sure Ono's fine." Kion assured, tapping his cheek against Nyota's temple.

A second later, the aforementioned egret flew over to the two lion cubs, calling out Kion's name. "I solved the mystery." he informed, landing in front of Kion and Nyota.

"You did?" the two cubs asked in unison.

The two baboon acrobats, Mwevi and Mwizi flipped over the animals in the crowd, who erupted into cheers upon seeing them. They each landed on either side of Uroho and whispered something in this ears.

"Who are they?"Kion asked.

"Who're the thieves?" Nyota added the next second.

"Well, it's..." Ono suddenly let out a startled squawk as he was picked up by his crest feather's and tossed between the three baboon.

Beshte's grin widened when he saw Ono being part of the next act. "Aww, he's so lucky." Bunga sighed, slightly jealous of his avian friend.

"It's them!" Ono yelled. " The baboons are the food thieves!" He managed to hover high enough so they couldn't catch him again. "They're also very annoying." he added with a slight growl.

"That can't be right." Bunga rebuffed, not wanting to believe what Ono had said.

"Think about it..." The Guard's keenest of sight rejoined his friends, landing right in front of Nyota. "...Baboons eat just about anything. They can climb trees and flip over rocks."

"Hate to admit it, Little B..." Beshte sighed, looking down at Bunga. "...but it doesn't look good for the baboons."

The crowd gasped at the accusation, all eyes focused on the primate trio. "No, no!" Uroho rebuked, chuckling nervously. "You've got us all wrong."

"Plus, I caught them." Ono added, pointing his wing at the two baboon acrobats. "Those two do it during the magic act!"

The crowd gasped again. Bunga fell on his knees, rubbing his palms down his face, "It can't be true!" he whined.

Fuli rolled her eyes. "Oh, come on, Bunga. Who are you going to believe..." she asked with a raised brow. "...your friend Ono or a couple of baboons?"

Mwevi and Mwizi widened their eyes and let out an innocent whimper. The honey badger scratched the back of his head. "Well, where's all the food?" he asked. "Even I couldn't have eaten it all this fast!"

Kion looked to the Guard's strongest member, "Beshte, go shake that tree." he ordered.

Beshte nodded, "You got it, Kion!" he charged, shouting "Twende Kiboko!" before slamming into the trunk of the sausage fruit tree. A large amount of various fruits fell from the tree, landing all around the baboon trio.

Bunga let out a dramatic gasp and fell on his knees, "I feel so betrayed." he closed his eyes and lowered his head in defeat. Fuli and Nyota rolled their eyes at the badger's dramatic reaction.

"Well..." Uroho cleared his throat. "...show's over!" Him, Mwizi and Mwevi took off across the plains, whooping and hollering.

"After them!" Kion ordered his team.

* * *

The Lion Guard chased the baboon trio across the plains, through a herd of sable antelope. The three primates jumped on the large mammals, whooping loudly. The sudden commotion spooked the herd, causing them to stampede all over the place.

"Look out!" Fuli warned, grabbing Bunga by his scruff and pulled him out of the way of the stampeding antelope.

Nyota came close to catching Uroho by his tail, but he kicked some dirt into her eyes, buying him time to escape. The lioness skidded to a halt and wiped her eye with her paw, cleaning out the dirt but not noticing the antelope running right towards her.

"Nyota, watch out!" Kion called, rushing to help his best friend. Just as Nyota saw the antelope charging at her, she was pushed out of it's path by Kion. The pair tumbled through the grass and stopped a few feet away. Kion was the first to get to his feet, shaking the dirt and grass from his fur, "You okay?" he asked, tapping his forehead to Nyota's.

The cream-furred female shook out her fur, "Yeah." she answered as she rubbed her eye. "That Uroho kicked dirt in my eye." she whined, shaking her head. Her eyes opened and met Kion's, who's reflected worry and concern. "Thanks Kion." Nyota smiled, her ears falling to the sides.

Kion returned the smile and nuzzled her, rubbing his mane against her temple. "I'll always be there for you." he whispered in her ear.

"Everyone!" Ono called, breaking the two cubs from their daze. The Guard regrouped where Ono landed on a small boulder. "Two of the antelopes fell into the river."

"What about the baboons?" Bunga asked.

"Forget the baboons, we have to save those antelopes." Nyota rebuffed, glancing from Bunga to Kion.

"Come on." Kion ran towards the river, hearing the two antelopes' cries. "Fuli, Beshte, Bunga, you three save the one near the opposite shore!"

"Got it!" the three confirmed. Bunga and Fuli jumped on Beshte's back as he jumped into the river.

"Nyota, you're with me." Kion glanced to his best friend.

"Always." Nyota giggled. The two cubs shared a smile as they skidded to the edge.

Fuli climbed onto the opposite shore and grabbed the antelope by one of it's horns while Bunga and Beshte pushed him up. Kion and Nyota each grabbed a horn of the second antelope and dragged him up onto dry ground.

The Guard led the two antelopes to the rest of their herd, who were slowly calming down. "Well, the baboons are gone for sure." Ono informed. "They're in the Outlands."

"At least we got them out of the Pride Lands." Nyota sighed in relief. "They're not our problem anymore."

"Ugh. Baboons." Fuli groaned with a roll of her eyes.

"Yeah." Bunga agreed, his expression matching Fuli's. "Baboons."

* * *

The Lion Guard went about their patrol, enjoying the peace and quiet now that the baboon trio was out of the Pride Lands. "Too bad those baboonies turned out to be thieves." Bunga admitted, sitting on Behste's back. "Still, you gotta admit, they were funny."

"Were they really?" Ono questioned, rolling his eyes as he flew above Nyota.

Beshte cracked a small grin, "Well, it was pretty funny when they juggled you like a sausage fruit." he chuckled.

Bunga burst out laughing. "That was hilarious!" he fell backwards, staring at the sky, wiping a stray tear from his eye from laughing to hard. "Now I can't even remember why I was mad at them."

"Maybe because they were stealing food and treating us like fools." Fuli answered stoically.

"You said it Fuli." Nyota agreed.

"I've heard enough about those baboons." Ono scoffed as he flew ahead of the others.

"Don't worry about it, Ono." Kion assured, following the egret with his eyes. "It's not like we'll ever see them again."

Ono rolled his eyes, before suddenly catching movement in the Outlands. "Kion, I think you spoke too soon." he said, circling back to the rest of the Guard, landing in front of the two lion cubs. "Guess who I just saw Janja chasing across the Outlands."

"Was it a fish?" Bunga questioned. "No, probably not a fish." he tapped his chin with his claw.

"It was those two baboon acrobats." Ono informed.

Fuli gave an audible "hmph", stomping her paw on the ground. "Serves 'em right. " she hissed. "Baboons..."

"Ono, the Outlands aren't our territory." Nyota reminded.

"I can't believe I'm saying this, but... " Ono sighed, "...they wouldn't be in the Outlands if it weren't for us. We're the ones who chased them there."

Kion and Nyota exchanged a glance, their ears at the sides of their heads. "Ono's right." admitted the Guard's wisest.

"Lion Guard, we've gotta save those baboons." Kion looked to the rest of his team.

Bunga rubbed his palms together. "Now, you're talking, Kion!"

Fuli sighed and rolled her eyes, "Okay." she agreed. "But I don't have to like it."

"Wouldn't expect you to, Fuli." Kion replied. "Now let's go!"

From the sky, Ono searched for the trio of baboons and saw them being chased into a dead-end canyon by Janja, Cheezi, and Chungu.

* * *

The baboons used their acrobatic skills to evade the hyenas chasing them, making the predators feel dizzy and confused. Uroho found a cave to hide in, only to discover it was a dead end. The baboons were now trapped. "Check it out, boys!" Janja cackled. "A baboon buffet."

Uroho pressed his back against the wall, shoving Mwevi and Mwizi in front of him, the twin baboons letting out whimpers as the hyenas licked their fangs.

"Stop right there, Janja!" Kion's voice ordered.

The hyena leader stopped, "Kion?" he questioned, turning around and seeing the Lion Guard standing a few feet away from the cave's entrance.

"Step away from the baboons, hyenas." Nyota growled with a flick of her tail.

"Hey, they started it!" Janja defended. "I caught 'em stealing from me."

Beshte raised his eyebrow, "And for that they deserve to get eaten?" he questioned.

"Makes sense to me." Chungu nodded.

"Me too." Cheezi agreed with a laugh.

Kion glanced to each member of his Guard, all prepping to go on the offensive. "Lion Guard, time to save those baboons." he ordered. "Now!"

The three hyenas growled as they charged head on against the Lion Guard. Beshte skidded to a halt, creating a large cloud of dust around Chungu. The muscular hyena looked around, oblivious to the female lion cub stalking up on him. With a roar, Nyota lunged and tackled Chungu, sending him into the canyon wall. He grunted upon impact and fell to the ground with a groan. Nyota padded up beside Beshte and playfully headbutted his snout with a giggle

Fuli ran circles around Cheezi, making him even more dizzy than before. She stopped suddenly. giving the smaller hyena time to recover. However, he only took one step before being tackled from the side by Bunga.

Kion pounced on Janja and kicked him, sending him flying into his two subordinates. "Had enough?" the lion prince snarled. Cheezi and Chungu whimpered in response. "Fine, then beat it." Kion huffed, his amber-brown eyes narrowed into a glare.

"Yeah, we're goin'." Janja groaned, getting to his feet. "But you baboons stay out of my den!" he threatened before taking off towards said den, with Chungu and Cheezi on his heels.

"I can't believe you guys came all this way to save us." Uroho admitted, looking at the six animals. "Now we feel bad for how we tricked all of you. What can we do to make it up to you?"

Kion raised his brow as a smirk crossed his pale gold muzzle, "I've got an idea." he answered.

* * *

A line of animals formed at Uroho's tree, "Step right up, folks." beckoned the tawny-brown baboon. "Plenty of food to go around." He tossed a few fruits into Mbeya's mouth. Uroho then grabbed three more baobab fruits and started to juggle them. "Just think of it as dinner and a show!" he chuckled, handing one of the fruits to Ma Tembo.

"Thank you." Ma Tembo replied, taking the baobab fruit in her trunk. "Very gracious of you."

"See, Fuli? These baboons aren't so bad after all." Bunga smiled. "Fuli?" he looked around, realizing the Guard was missing their two female members. "Hey, where're the girls?"

Just then they heard giggles coming from behind the tree. Then, from either side, Fuli and Nyota leaped out with wide grins on their muzzles and wearing floral headpieces made of ivy and bright colored flowers.

"I think they agree with you, Bunga." Kion chuckled as he watched his two friends leaping with the baboon acrobats. Fuli and Nyota stood back-to-back while Mwevi and Mwizi did hand-stands on their heads. Beshte and Bunga cheered for their friends. "What about you, Ono?" Kion asked, looking up at the egret. "Changed your mind about the baboons?"

"Ono, heads up!" Uroho called out, tossing an insect right into the egret's beak.

"I suppose they're okay." Ono shrugged.

Suddenly, he was scooped up by Uroho, who then started doing acrobatic moves with his two troop members. Fuli and Nyota stood on their hind paws, pressing their forepaws against one another's to keep steady, while Mwevi and Mwizi each stood on one of their noses, one of their hands clasped with eachother's and holding their free hands up. Uroho stood perfectly balanced in each free palm, while holding Ono up high over the crowd.

Uroho tossed Ono into the air before flipping off the pyramid, followed by Mwevi and Mwizi. The three baboons landed gracefully on the ground, as Nyota and Fuli stood on all four paws, and Ono landed on his stomach on Nyota's back. The three primates and two felines then bowed as the crowd erupted into cheers.

"Go, Fuli!" Bunga cheered.

"Go, Ono!" Beshte yelled.

"Go Nyota!" Kion exclaimed with a wide smile.

* * *

**A/N: There's the next chapter for ya'll. Hope you enjoyed it. This will be the newest update for a while as I'll be shifting focus to another one of my stories that I've been neglecting for over two years, **_**Zeo Mermaid Ranger**_**. **

**If any of ya'll are fans of the Power Rangers franchise and H2O: Just Add Water, then check out my crossovers _No Ordinary Ranger_ and _Zeo Mermaid Ranger._**

**Next time: **_**Ono babysits an egg that was left in his nest while the rest of the Lion Guard deal with a hawk who's hunting for sport in the Pride Lands. **_

**Now for comments/questions:**

**grapejuice101: **Yes, I was happy that Makuu reformed as well. He's a great ally to have on the side of good. And I know, the Kion/Nyota moments in this chapter were so much fun to write. Just another step towards them eventually realizing how much they care about eachother.

**Fanficteller: **I'm glad I got to showcase a little bit of Nyota's position as the wisest in that last chapter. I'm trying to show that she's getting more confident in her role within the Lion Guard as well as some confidence in herself. There will come a time when Nyota reaches her limit and seeks advice from a lion wiser than her, and she will eventually converse with the first Wisest of the Lion Guard. That's to come in season three.

**KDBloomfield: **There's plenty more of fluff to come. Mufasa definitely does think highly of Nyota in more ways than just the Pride Lands' Wisest lioness.

**JDJPJST: **1 & 2)Yes, I'm better now after some rest. 3) It's possible Kion's feelings for Nyota are changing. 4) A few others will notice Kion's reactions around Nyota, wait and see. 5) Every time Mtoto appears, I'll try to add his friends as well. I think the little animals admiring the Lion Guard adds some cuteness. 6) I don't think anything too romantic in this season since they're still cubs, it'll just be innocent fluff. 7 & 8) I'll try to add more images to DeviantArt and SCP wiki once they're edited. 9) I guess so. 10) Nyota and Mufasa will meet this season. 11 & 12) I'll try to be consistent with updates, just sometimes I need time to recharge between writing.

**738: **It could be possible. Keep up with the story to find out.

**LLCEHH: **Well, Kiara sees to think so. Rafiki too. More will come to suspect in future chapters. Wait and see.

**Shane Hedin: **1) Nyota will find out about Kion and Mufasa later on this season. 2) I'll look up that fanfiction and maybe I'll think about doing something similar. 3) The song I used in Nyota's Roar was "When There Was Me and You" from High School Musical. 4) Oh, Scar will learn quickly that Kion cares for Nyota more than he lets on. 5) Originally I had planned to try and post The Rise of Scar on Halloween, but after being sick for a week, that didn't happen. Sorry.

**Star-The-Writer: **Happy to see a new username in the reviews. I'm glad you like Nyota's relationship with Kion. It will continue to grow over the course of this story. Hope you'll stick around to see that.

**KNFABB: **Their feelings will definitely grow this season. Kion dosen't even know how he feels about her. They're still cubs.

**Derick Lindsey: **Yeah, there was a bit foreshadowing in the end of the last chapter for a couple things. I was actually thinkng about making the young admirers taking on a role of a temporary Guard while the Lion Guard went to the Tree of Life. I'll try to work in an explanation about Simba meeting Jasiri and her clan into the prologue of Season 3. Hope you enjoyed this chapter.

**kickykyo: **I know, the constant gasping was pretty funny, which is why I kept it in the chapter. I'm glad you liked it and hope you like this one too.

**johannvanguard: **I tried to highlight what Nyota learned from being raised by Rafiki and why she was chosen to be the Wisest of the Lion Guard. Now that Makuu has reformed, I'll expand on his character learning to respect the Lion Guard, more on that in later chapters. I'm glad you liked the fluffy alternate ending, just a little bit of foreshadowing. Hope you liked this chapter.

**Lockieboy1819: **Thanks, I'm happy to be back. Hopefully I won't take so long, but also keep in mind I'll be working on another story of mine as well. Hope you enjoyed this chapter.

**DemonGirl123: **I love you sissy, thanks for all of your support! You're the best big sister in the world! I know you live for the Nyon fluff in this story and I'm happy you enjoyed it. I'm trying to show how Nyota is growing as a character and as the Wisest. More fluff to come!

**SNKK: **It's a big sister's job to tease her younger brother about his feelings for his closest best friend of the female gender. Just some classic sibling stuff.

**HAZN: **Nyota's past will be explored in chapters 15 and 16. Shaba will be seen in chapter five in a minor role. Don't worry, I haven't forgotten about him.

**DVYHCANLHLTPKSKW: **Thanks for the list, I'll check them out. I may or may not use them though, we'll wait and see.

**Kagz419: **Well, it will keep getting stronger every chapter. A nice and slow growth, which will make it worthwhile when they finally realize they're meant to be. Keep up and see what happens.

**Also, my birthday is today! And I chose to post the next update of LGA. Anyway, hope ya'll enjoyed this chapter. I'll try to update soon, after I update **_**Zeo Mermaid Ranger**_**. Thanks everyone!**

**XOXO~Cyber**


	4. Ono and the Egg

**Ono and the Egg**

* * *

The Lion Guard went about their patrol through the Pride Lands, with Ono scanning the skies for any signs of danger. The egret swooped over the baobab trees before circling back to the rest of the Guard. "All's quiet in Mizimu Grove, Kion." the Guard's keenest of sight informed as he hovered in front of the lion prince.

"Thanks, Ono." Kion gave the bird a nod. "Let's check out Hakuna Matata Falls next." he told the rest of the Guard as they turned and headed in that direction. "Then we can head to..." he was cut off by a sudden rumbling. "You guys hear that?" Kion asked, his ears twitching.

"Yeah." Fuli nodded, her ears also twitching "But, what is it?"

Nyota's ears did the same as Fuli's and Kion's, "It sounds like...a stampede?" she glanced between Fuli and Kion, her brow arching slightly.

Ono flew ahead to see what the commotion was. "It's a stampede, all right." he confirmed, "A stampede of hyraxes." The rest of the Guard caught up to Ono and saw a small group of hyraxes stampeding.

"Aww." Beshte sighed. "It's a stampede of cuteness."

Nyota's brow twitched, "Yeah, but what's got them so upset?" she pondered, casting a glance to her left at Kion.

A hawk's screech sounded in the distance, and that caught Ono's attention. "That's what. A harrier hawk!" he directed, pointing his wing. "And it looks like she's hunting those hyraxes."

"She can't hunt here." Kion stated, glancing to the rest of his Guard, his eyes meeting Nyota's. "This isn't hawk territory."

"But does she know that?" Fuli asked with a raised brow.

The bird of prey was well built with mostly grey feathers, some white on her stomach and black on her wings, a white beak tipped with black, pale orange feet and black talons. She let out another screech as she grabbed a hyrax in her talons.

"Obviously not." Nyota answered Fuli's earlier question.

"I've got this." Ono volunteered, flying after the hawk.

The Guard's fiercest looked to the rest of his team, "Lion Guard, let's go." he ordered, running after the egret.

"Right behind you, Kion." Nyota ran right beside her best friend, the pair sharing a glance before focusing on the two birds flying overhead.

* * *

"Hey you! Hawk!" Ono called after the larger bird as he flew behind her. "Put down that hyrax!"

"Sorry, young egret, this hyrax is my small bite." the hawk giggled. "Not enough to share." She added in a sing-song tone as she flew away.

"I don't want to share it, I want to save it." Ono rebuked, catching up with the larger bird of prey.

He flew near her tail feathers and bit one off, causing the harrier hawk to let out a pained screech. "That hurt." she whined, glaring back at egret. "Why'd you do that?"

"So you'd stop looking where you're going." Ono answered with a smirk. The female hawk raised an eyebrow in response.

With her attention on the Guard's avian member, she was oblivious to the cliff she was currently heading towards. She crashed into the cliffside, releasing her hold on the hyrax as she fell towards the ground. Ono dove down and caught the small rodent in his talons. "You're heavier than you look." the egret grunted, trying to fly to safety but being weighed down by the hyrax.

"It's okay, Ono. You can let him go." Beshte called down from some feet beneath him. "I'll catch him."

Ono sighed and released the hyrax, who landed safely on Beshte's back. The Guard's keenest of sight then landed on Nyota's back, falling onto his stomach with another sigh. The rest of the Guard approached the hawk, who was busy cleaning off her feathers. "What are you doing here, hawk?" demanded the prince. "The Pride Lands aren't your hunting grounds."

"The name's Mpishi." the hawk corrected. "And the Pride Lands are filled with delicacies you can't find anywhere else." she sighed contently. "Can you blame me for wanting to try new foods?" Mpishi arched her brow.

"Mmm." Fuli muttered, licking her lips. "It is good to try new food..." from beside her, Nyota cleared her throat. "Uh...but you still can't hunt here." the cheetah added with narrowed eyes.

The lioness cub cracked a smile. "Right." she agreed, looking down at Mpishi. "The reason there are so many different animals in the Pride Lands is because we all respect the Circle of Life." Nyota informed, her tail swaying behind her.

Kion nodded in agreement with his best friend. "I hope you'll do the same, and return to your own territory." he added, his tail also swaying. The tuft of fur on the end of his tail brushed against Nyota's.

Mpishi lowered her head, "Fine, I guess I'll go home." she replied meekly, taking off. Once she was in the air, her eyes narrowed and she smirked, "After I sample at least one tasty Pride Lands treat." she added to herself with a giggle.

Kion looked to the egret currently nestled between Nyota's shoulder blades. "Great job, Ono." he praised with a smile on his pale gold muzzle. "We couldn't have stopped that hawk without you."

The hyrax on Beshte's back let out a squeak and jumped onto the female cub's lower back so he could hug the Guard member that rescued him. "Aw, thanks." Ono smiled, patting the hyrax with his wing. "Just doing my duty." The hyrax gave one more squeak before jumping to the ground and running off.

* * *

The Guard made their way toward's the small grove of trees where the egret flock nested. Ono was still contently nestled between Nyota's shoulders, resting his cheek against the back of her neck. Soon, the Guard stopped in front of the tree with one single nest. "Thanks for walking me back to my nest." Ono said to his friends, a smile on his beak.

"You did a great job today, Ono." Kion replied. "But now you should rest. Okay?"

"Affirmative." Ono agreed with a nod. "See you guys later." He waved with his wing and took off, tapping his head to Nyota's before flying up into his nest. The rest of the Guard said their goodbyes and turned to leave, but suddenly stopped when they heard their egret friend shriek "Hapana!"

"Ono?" Nyota called, running back to the tree. "What's wrong?"

Ono sat in his nest, staring at a large, pale colored egg with dark speckles. "There's an egg in my nest!" the Guard's keenest of sight exclaimed, his eyelid twitching.

"Would ya look at that." Bunga sighed with a chuckle. "Ono's gonna be a mom."

Beshte glanced down at the honey badger, "I don't think that can be right, Bunga." he informed.

The Guard's bravest chuckled, "Oh, yeah. Ono's gonna be a dad." he corrected.

Ono rolled his eyes, flying over his nest, "I'm not going to be a mom or a dad!" he rebuffed. "This isn't my egg."

"Any idea whose egg it is?" Kion asked, raising his brow.

Ono closely examined the egg, "Judging by the speckles and the size..." he muttered. "...I'd say it belongs to a hamerkop."

Fuli blinked in confusion, "But why would a hamerkop leave its egg in your nest?"

Nyota's brow arched, "I thought hamerkops were supposed to be great parents?" she questioned, glancing up to Ono.

"They usually are." Ono confirmed.

"Then there has to be a good reason why the mother hamerkop left her egg in Ono's nest." Kion noted, looking to the rest of his team. "We need to find her and make sure everything's okay."

"Then let's go!" Ono voted, taking off from his nest.

"Uh, Ono?" Beshte called after him. "You think the egg will be okay up there by itself?"

Ono skidded to a halt and circled back to his nest, tapping the egg with his beak. "Huh, not a lot of hollow space...the baby's getting big inside." he noted.

Beshte quirked his eyebrow, "Does that mean it's close to hatching?" he asked.

Ono nodded. "It will need someone to sit on it to keep it warm until the baby bird's ready to be born."

"I'll do it!" Bunga volunteered with a wide grin. "I'm great at babysitting." He ran up the trunk of the tree and stood on the branch above Ono's nest. "Zuka Za-"

"Don't!" Ono cut off, hovering in front of the honey badger. "You can't jump on the egg or you'll break it." Bunga scratched the back of his head, and Ono rolled his eyes. "I'll stay with the egg." the keenest of sight stated. "But please bring back its mom soon. Okay?"

"You got it Ono." Nyota replied with a smile. She placed her forepaws on the tree trunk, sniffing around it. "Got her scent. Fuli? Kion?"

Fuli sniffed the trunk, "Yeah, really strong scent." she agreed, standing beside the lioness cub.

Kion leaped onto the trunk and caught the scent, "Got it. Let's go." he ordered, leaping down near the females.

"Don't worry Ono, we'll be back before you know it." Nyota gave Ono a wink before running off with Kion and Fuli.

"Have fun sitting on that egg, Ono!" Bunga waved at the egret before jumping onto Beshte's back as he followed after the three felines.

* * *

As the felines continued to track the hammerkop's scent, the cream-furred lioness cub halted and turned her nose upwards to the sky. "What's the kerbubble Nya?" Beshte asked, watching as the female cub sniffed the air and her ears twitched.

"A storm's coming." she answered, looking up at the darkening sky.

Bunga scoffed and jumped off Beshte's back. "C'mon Nya, it's just a few clouds. Everything's fine." He stood tall with his paws on his hips. A second later a clasp of thunder cracked through the sky and rain began pouring down.

"Can we still track down the hamerkop mother with this storm?" Beshte asked.

The three felines sniffed the ground and nodded. "Yeah." Fuli answered. "She's this way." The cheetah directed ahead of them with her paw.

Kion's ear twitched as he caught a low rumbling noise, "Uh-oh." he muttered.

"What's the matter, Kion?" Nyota asked, glancing to the golden-furred cub beside her.

The Guard's leader looked in the direction of the nearby hill, "Mudslide!" he alerted. "And those hares are right in its path!"

Unknown to the five Lion Guard members, Mpishi was still in the Pride Lands, hunting for the perfect meal. She saw the hares below and went to dive after one, but as soon as she saw the Lion Guard, she huffed and flew away.

"Lion Guard!" one of the hares screamed as she scurried over to the five animals.

"Are you okay?" Fuli asked.

The small hare nodded, "Yes, but the others ran into the aardvark dens to hide." she informed. "The mud's headed right for them."

Beshte gasped, "It could bury them inside." he noted.

"Then we have to act fast." Kion ordered, looking back to his team. "Till the Pride Lands end..."

"...Lion Guard defend!" the others finished as they sped down the ridge towards the aardvark dens where the hares were cowering.

* * *

Meanwhile...Ono continued to watch over the egg. He laid on top of it, wrapping his wings around both sides. "I think my tail feathers fell asleep." he groaned. The egg beneath him wiggled, causing him to squawk and fall backwards.

The egg cracked and fell apart, revealing a small bird with pale grey feathers, blue legs and feet, a blue beak and dark brown eyes. "Aww, what a cute little bird." Ono sighed. When the baby bird got to her feet, she was about half the size of Ono. "Okay...maybe not so little." the egret corrected himself.

The baby hamerkop let out high-pitched tweets and started dancing around the young egret. Ono watched the baby bird, trying to discern what she was doing. "Oh! Of course. You're doing the Hamerkop Family Dance." he realized, his eyes widening. "Wait, baby hamerkop, you don't understand. I'm not your family! This is all a case of mistaken identity." he tried to explain, the baby ceasing her dancing. "My friends have gone to get your mom." Ono added.

The baby bird let out an excited chirp, seeing an insect fly around above her. She chirped again and jumped up to try and catch it. Ono let out a low groan and rested his wing against his forehead. "And I hope they find her soon." he muttered under his breath.

* * *

"Beshte, try and block the mud so we can rescue the hares." Kion ordered as the rest of the Guard ran to the aardvark dens.

"You got it, Kion." the Guard's strongest nodded and braced himself against the hillside, blocking the mudslide.

Bunga jumped onto the nearest den and patted the stone, "Hey hairy-airy-airs, you can't be in there." he told them. "The mud's coming! Everybody out." One of the hares stepped out and was picked up by Fuli, who then carried it to safety.

Kion grabbed two hares from the next den and Nyota took the other two from the same den. Bunga jumped to another den and tried motioning for the small mammals to get out. "It's too scary out there." one of the hares shuddered. "Can't you just let us hide?"

"No can do." the Guard's bravest shook his head. "I gotta get you outta there. One way...or another." Bunga turned his back to the den and farted, causing the hares to run out, coughing.

Nyota and Kion each took one hare from the farthest den and ran up the hillside just as the mud washed over the den. "Is everybody out?" Kion asked, the group of mammals huddled together.

One of them let out a gasp, "Where's my sister?" she asked, her ears lowering.

Everyone looked back and saw one more hare cowering in the den farthest from the ridge, but the wave of mud was inching closer and closer. "I got her." Kion said, darting down the hillside, his eyes narrowed.

"Kion?!" Nyota called after him, but he was already halfway down the hillside.

The prince dove into the mud while his friends stood frozen in place on the hill. Fuli blinked her emerald green eyes, keeping them glued on the mud, just waiting for her lion friend to appear. Bunga clenched his claws tightly as he exchanged a worried glance with Beshte. For Nyota, it felt like the longest minute of her life, all she could hear was the pounding of the rain and her own heart hammering inside her chest. "C'mon Kion." she muttered under her breath as her ears fell flat against her head.

A bright flash of lightning clasped overhead and Kion emerged with the small hare in his mouth. The rest of the Guard sighed collectively as their fierce leader made his way back to them, his golden fur now splotched with mud. Kion set the hare down and she ran to her older sister.

Nyota ran up and rubbed her forehead against Kion's temple, her ears falling to the sides of her head. Kion blinked in shock at first but then instantly returned the nuzzle, his eyes closing and a smile crossing his lips.

"Whew, you really scared us there for a minute Kion." Bunga sighed, wiping his forehead.

"Seriously." Fuli added with a raised brow.

"Are you okay, Kion?" Beshte asked, his eyes full of concern.

"Yeah." Kion answered with a grin, his temple resting against Nyota's and his tail curling upwards.

* * *

Ono stood in his nest, "So...what should we do while we wait for your mom?" he pondered aloud.

The baby hamerkop chirped happily as she jumped around in the nest. A red and yellow insect flew around and landed on her beak. She smiled and started chasing it as it flew away. She jumped onto the edge of Ono's nest then jumped off.

"Hapana!" Ono shrieked, flying after the baby bird. He grabbed her with his talons, but struggled to keep hold of her. "Hold on, we can land on a nice, soft...thorn bush?!" he gasped, when he realized he'd forgotten that a small thorn patch was directly under his nest. Ono flapped his wings to no avail and landed on his back on the thorns, with the baby hamerkop on his stomach. "Ow." the egret muttered.

The baby hamerkop continued to chase after the insect, tweeting happily. Ono quickly got to his feet and ran after her.

* * *

Meanwhile, the rest of the Lion Guard continued to track down the hamerkop mother. "We're close." Kion informed. "The scent's getting stronger."

"Much stronger." Fuli agreed.

Nyota glanced up and saw a large nest in a much larger tree. "Looks like we found her nest." she deducted with a swish of her tail.

Bunga's eyes widened as he looked up, "That's not a nest." he stated. "It's a mountain in a tree!"

"Think the mama hamerkops inside?" Beshte questioned with a raised brow.

"One way to find out." the honey badger answered as he ran up the tree trunk and climbed into the nest. "Whoa. This place is un-Bunga-lievable." he sighed, as he looked around inside. "I bet even Beshte could fit in here What a nest." His eyes widened when he saw a pile of grubs in the far back of the nest. Bunga grabbed a pawful and looked out and down at his four friends. "I could get used to this place." he told them, tossing a small insect into his mouth.

"Well, don't." snapped a female voice. "'Cause it's already taken." A medium-sized bird with brown feathers, blue legs and feet, a blue beak, and dark brown eyes perched on the branch just outside of the nest, holding two twigs with bright green leaves between her beak.

"Hey Kulinda!" Beshte greeted with a wide grin. "I didn't know it was your egg in Ono's nest."

Kulinda nodded in confirmation. "Well, if you already have such a great nest, why'd you leave your egg with Ono?" Nyota asked with her brow raised.

"You think this just happens?" Kulinda asked, motioning to her nest with her wing. "My nest wasn't ready yet." She set the two twigs right over the top of the entryway of her nest and smiled. "Now it's perfect." she giggled. "I needed a safe place to keep my little wudgie-cakes while I built this nest, but now I can't wait to bring my egg back home." Her eyes suddenly went wide, "There's nothing wrong with my egg, is there? Is that why you came?" She flew down to the four Guard members.

"No, everything's fine." Fuli assured.

"Yeah." Beshte added. "We just came to get you and walk you back to your egg."

Kulinda sighed in relief, "Thank you, I'd love the company."

Kion nodded, and as he turned to lead the Guard and Kulinda back to Ono's nest, he realized their bravest member was still in the tree. "Bunga?" he called back.

"Coming!" the honey badger's voice came from inside the nest. He popped out, holding another pawful of grubs. "Snack for the road." Bunga chuckled and jumped down to catch up with his friends.

"I do hope Ono didn't mind too terribly watching my egg." Kulinda wondered aloud as she flew over the five Guard members.

"Sure he didn't." Bunga replied. "I bet he and that little eggy are all cuddled up warm and snug right now."

* * *

Ono flew low over the tall grass, searching for the baby hamerkop. He caught sight of the small mass of grey jumping around near a small ledge overlooking the river. "Hapana!" the egret exclaimed, diving down and pushing the baby bird away from the ledge. "What were you doing? Do you have any idea how dangerous that is?"

The baby hamerkop tweeted innocently, blinking her big, brown eyes. Ono sighed, growing slightly annoyed. "That river's moving way too fast, and you can't swim! You can't even fly! Not only that, there's a waterfall down there. " He motioned to the river and waterfall with his wing. "I did not sit on your egg till it hatched just to watch you get hurt." He stared down at the smaller bird. "Now, we're going back to my nest to wait for your mom and that's final!"

The baby hamerkop chirped and yawned, her eyelids drooping. "Great, now, you're tired." the Guard's keenest of sight sighed again. "Fine. We'll stay here a minute and rest...but in the tall grass, where it's safer." Ono wrapped his wings around the baby bird and ushered her into the tall grass.

The two birds laid down in the grass. The baby hamerkop snuggled closer to Ono with a soft coo, making the Guard member smile. Ono wrapped his wing around the baby bird, "You know, you're kinda cute when you're not getting into trouble." he chuckled as the hatchling closed her eyes and fell asleep. "Sleep tight, baby hamerkop." Ono closed his eyes, and rested his cheek against the top of the baby's head.

* * *

Unknown to the two of them, Mpishi was flying overhead, still searching for the perfect meal in the Pride Lands. Out of the corner of her eye, she caught another bird following her. "You following me, vulture?" she accused.

The vulture, Mwoga, cleared his throat as he flew beside the hawk. "Yes, I was." he confirmed. "You're a hawk...and where there's a hawk, there's bound to be some food to pick over." he chuckled, licking his beak.

"True." Mpishi agreed. "We hawks are quite the hunters."

"With an eye for delicious meals, if I might say so." Mwoga added. "Oh, I'm Mwoga, by the by." Mpishi gave a nod and introduced herself as well. "So Mpishi, what're you doin' 'ere in the Pride Lands?" Mwoga inquired. "This ain't your territory."

"I've tried all the food in my territory." Mpishi answered. "I thought I'd come here and try something new. But every time I try to grab a succulent bite around here, the Lion Guard's there to stop me."

"The Lion Guard?" Mwoga repeated, instinctively looking around to make sure the Pride Lands' protectors weren't around. "Oi, if they're on your tail, you're outta luck."

Mpishi sighed, but then a sly smirk crossed her beak. "Say, I could use some help outwitting the Lion Guard." she proposed, arching her eyebrow. "What do you say, Mwoga?"

* * *

The Lion Guard and Kulinda made it to Ono's nest. The mother bird couldn't contain her excitement over seeing her egg again and flew up to the nest, perching on the edge. "My egg!" she gasped, seeing the broken pieces of shell. "It hatched."

Bunga ran up the tree and jumped onto the branch over Ono's nest, scratching the back of his head. "You sure there was a baby inside?" he asked, looking to Kulinda.

"Yes!" the adult hamerkop shrieked. "And it's gone!" she let out a high-pitched cry.

The nearby grass started rustling and out jumped the baby hamerkop. Kulinda squealed and flew down to greet her new hatchling. "My little one." she sighed, standing in front of her daughter. "I'd know you anywhere." The two hamerkops started chirping in unison and bobbing their heads.

"Where's my baby?!" Ono exclaimed, running through the grass and skidding to a halt when he saw Kulinda and her baby, and his five friends. "Uh...I mean the baby." he corrected, clearing his throat. "Her baby. Your baby."

"Ono, thank you so much for watching her." Kulinda smiled at the young egret. "I knew you'd be perfect for the job."

Ono chuckled and shrugged, "It was nothing, really." he replied. "Though I did learn something new."

"Oh?" Nyota raised her brow. "And what's that?"

"Baby hamerkops love chasing insects!" the keenest of sight informed. Unknowingly, the baby bird saw another insect fly over and started chasing it. "So no matter what, you always have to keep an eye on 'em Should be common knowledge, really." Ono continued, oblivious to the fact the baby bird was gone. "Stop watching her for one second and she's gone. Isn't that right, little..."

Kulinda let out another startled gasp, "Where is she?"

Ono covered his eye with his wing, "Where'd she go this time?" He took off and searched from the sky, catching the baby bird near the same ledge over the river as before. "She's at the river!" he alerted the Guard. "We need to hurry!"

"I'm on it." Fuli narrowed her eyes and sped towards the river with the others close behind. The Guard's fastest skidded to a halt and tried to catch the baby before she fell into the river, but was a second too late. "I missed her." Fuli's ears fell flat.

"Not your fault, Fuli." Kion assured. "C'mon."

The Guard raced down the river, with Ono and Kulinda flying overhead. The baby hamerkop was safe for the moment, having fallen onto a log, but she was fast approaching the waterfall. Just as she was about to fall over the edge, Mpishi flew by and caught the baby bird in her talons. "Whoa, didn't see that comin'." Bunga muttered.

"Guess Mpishi didn't go home like we told her to." Fuli's eyes narrowed.

"That dosen't matter now." Nyota said. "We have to save that baby hamerkop."

Mpishi circled back, with Ono and Kulinda flying behind her and the rest of the Guard running after them. "Let the baby hamerkop go!" Ono ordered.

"And leave the Pride Lands without trying at least one of its specialties?" Mpishi scoffed. "I don't think so." She quickly turned around and flew in between the smaller birds, a smirk on her beak.

Ono shook himself off and flew after Mpishi, his eyes set in a narrowed glare. "Drop the hammerkop, hawk!" he ordered once more, his voice louder and sterner.

Mpishi chuckled, "Well, if you insist." she spun around and tossed the baby bird over his head, and Mwoga flew up and caught her in his beak.

The other five members of the Guard stopped and watched the birds above. "I feel so helpless down here." Fuli growled. "We have to do something."

"Wish we could, Fuli." Kion agreed. "But Ono's the only one of us that can fly."

Nyota's ears perked up. "I've got an idea." she said with a smile on her muzzle as she glanced to Bunga. "Bunga, climb on my back."

"Okay!" the honey badger grinned, jumping onto the female cub.

"Nyota?" Kion, Fuli, and Beshte questioned with raised eyebrows.

"Trust me." the Guard's wisest winked, before taking off towards the nearby trees, Bunga shouting "Zuka Zama!" as she did so.

"So, what's the plan, Nya?" Bunga asked as he patted the side of Nyota's neck.

"You're gonna jump into that tree and when Mwoga flies low enough, tackle him." Nyota answered. "When he drops the baby, I'll catch her."

Bunga patted her head and leaped into the tree, hiding in the top leaves until Mwoga flew by. The honey badger leaped onto the vulture's back, weighing him down. The vulture let out a startled cry and dropped the baby bird when Bunga jumped on his back, but before Nyota could catch her, Mpishi swooped down and grabbed the hamerkop hatchling in her talons.

"Not today hawk." the lioness cub snarled as she ran after Mpishi.

Mwoga rolled his eyes, "The baby's gone, all right?" he scoffed, glaring at the badger still on his back. "Now, get off."

Bunga shrugged his shoulders and jumped off, landing on the ground with ease, while Mwoga crashed into the ground. The vulture let out a pained groan and he looked around, seeing four members of the Lion Guard surrounding him. "Um...off to the Outlands then?" he chuckled nervously.

"Good idea, Mwoga." the lion prince agreed with a smirk.

"Get outta here." the Guard's fastest hissed. Mwoga let out a terrified squawk and flew off.

Nyota ran after Mpishi, catching sight of a tall tree nearby. Up above her, she saw Kulinda and Ono, and she gave them a wink, letting them know she had a plan. The lioness cub pushed herself to run as fast as she could so she could get ahead of the hawk, and leaped into the tree, climbing all the way to the top.

"I'm so looking forward to having you for a snack." Mpishi cackled as she flew towards the tree Nyota was currently hiding in.

The female cub hunched low and rolled her shoulders, "I don't think so." a smirk crossed her muzzle.

As soon as the hawk flew past her, Nyota let out a low roar and pounced on the hawk. Mpishi let out a startled caw as she was suddenly sent hurling towards the ground. In the midst of the attack, her grip loosened on the hamerkop hatchling. Mpishi hit the ground with a thud, staring up into the narrowed stormy-blue eyes of the Guard's lioness.

The baby hamerkop chirped as she tried to slow her decent, but was failing. Nyota stepped back and caught the baby bird on her nose. The hatchling chirped excitedly and rubbed her cheek against the bridge of the cub's nose.

Mpishi tried to sneak away while the lioness cub was distracted, but she was halted when the cub stood over her, baring her fangs. "Didn't we tell you to leave and go back to your own territory?" Nyota said sternly.

Mpishi chuckled nervously, holding her wing in front of her beak. "Well, yes-yes you did." she answered. "It's just, I wanted to sample one deli-"

Nyota snarled, which cut the hawk off. "Please. You clearly don''t respect the Circle of Life, or else you wouldn't have gone after a defenseless hatchling." she glanced at the baby hamerkop currently standing on her head, "You came here to hunt for sport. Now I'm giving you one final warning." She stepped forward, making Mpishi step back. "Leave now...or I'll be having harrier hawk for dinner." Nyota licked her fangs for emphasis.

"Bu-but-" Mpishi stammered. "I just want-"

"I said leave!" Nyota roared.

The rest of the Guard, who were a yard or two away, stood frozen with wide eyes as they heard their wisest member's roar. Mpishi's eyes were also widened in fear and she slowly backed away from the female cub, "Fine." she gulped. "I won't hunt in the Pride Lands anymore." she turned her back, muttering "No dish is worth this aggravation." under her breath as she flew off.

The baby hamerkop jumped up and down on Nyota's head, chirping as loud as she could, trying to mimic what the lioness did. Nyota giggled, looking up at the baby bird, "Okay little one, let's get you back to your mom."

* * *

Nyota padded up to Kulinda and the rest of the Lion Guard, a triumphant grin spread across her muzzle. "Here you go little one." the cream-furred cub said softly as she lowered her head to the ground for the hatchling to jump off. "Back where you belong."

The baby hamerkop ran to her mother and chirped excitedly. Kulinda wrapped her wings around her daughter. "Thank you Nyota for saving my baby." she said to the lioness cub. The baby bird chirped in agreement.

"It was my pleasure, Kulinda." Nyota replied with a smile.

Bunga leaned against the female cub's shoulder, "Yeah, that's our Nya." he grinned. "Always lookin' out for the babies."

"And thank you Ono, for watching her while I was away." Kulinda smiled warmly at the young egret. "And to thank you with something special, I'm gonna name my baby after you."

"Two Onos?" Bunga questioned, scratching the back of his head. "Won't that be confusing?"

Kulinda shook her head, "My baby's a girl, so I'm naming her Ona." she looked down at her daughter, who met her eyes and let out a high-pitched chirp.

"I think she likes it." Ono chuckled. "I'm gonna miss you, Ona, but I promise I'll visit, okay?"

"You're welcome anytime." Kulinda offered. "But we do consider you family now, so when you do visit, you know what you have to do." A small smile crossed her beak.

Ono sighed "Okay, I'll give it a try." The three birds chirped in unison and bobbed their heads, sparking adoring sighs from the rest of the Lion Guard.

With Ona on her back, Kulinda took off towards her nest, leaving the Lion Guard alone. The sky's colors were turning pale pastel, indicating sunset was approaching. "You did great today everyone." Kion said to his team. "Since it's getting late, why don't you all head home. We'll meet up by Pride Rock for morning patrol tomorrow."

"Got it." the other five Guard members replied.

"Goodnight everyone." Ono waved to his friends before taking to the air. He playfully headbutted Nyota who in turn gently licked his cheek, then flew to his nest as the rest of the Guard left.

"You know Nya, you really are great with baby animals." Bunga noted, patting the lioness cub's side as they walked.

"Thanks, Bunga." Nyota giggled, walking in-step with Kion.

"You'll make a great mom someday." the honey badger added.

The female cub blinked and looked to her badger friend, her eyebrow raised. "Bunga, that is way down the path from now." she told him. "I'm too young to be thinking about that. We're all too young."

"Say it sister." Fuli agreed with a huff. Bunga shrugged his shoulders and muttered "Whatever."

* * *

As the sun slowly sunk beneath the horizon, Kion and Nyota made it to Rafiki's Tree, standing near the base. "Thanks again for walking me home, Kion." Nyota smiled at her best friend.

"No problem, I like walking you home." Kion replied with a shrug of his shoulders.

Nyota's ears fell to the sides of her head, "Well, guess I'll see you tomorrow?"

Kion nodded, "Yeah. Tomorrow." he repeated with a nod.

Nyota chuckled and nudged her forehead against Kion's, both cubs letting out soft purrs as their tails swayed back and forth. "Goodnight Kion." Nyota whispered, meeting the amber-brown eyes of the lion prince.

A smile formed on his pale-gold muzzle. "Sweet dreams, Nyota." Kion whispered back, tapping his forehead to hers before they went their separate ways.

Up in the large baobab tree, a pair of bright, olive-green eyes peered through some of the branches, watching the two cubs nuzzle eachother goodnight before splitting up. The pair of eyes watched as the female cub climbed up the trunk of the baobab tree.

Nyota stood on the branch leading into the large hollow of the tree's inside, watching as Kion ran through the grass until he was out of sight. A smile crossed her muzzle as her ears and tail twitched. She padded into the hollow, her eyes still on the savannah. When Nyota turned her head, she was met with the wide grin and bright eyes of an unfamiliar looking mandrill.

"Hi!" she greeted in a high-pitched voice.

The sudden greeted spooked Nyota and she fell backwards onto her tail, her stormy-blue eyes wide. "Uh, hi." she replied, looking past the young mandrill, spotting Rafiki a foot or two behind her, along with two other mandrills. "Papa?"

Rafiki chuckled, "Nyota, my cub, there's something we need to talk about." he stated. Nyota blinked and raised her brow in confusion.

* * *

**A/N: And here it is! The next chapter. Hope ya'll enjoyed it and liked my alternate ending. Thanks for being patient with the updates and my switching back and forth between this story and my Power Rangers/H2O one. Also, thank you for the birthday wishes in the review section. **

**Next time: It's the two-part special ya'll have been waiting for! **

**Now for comments/questions:**

**CalvinFujii: **I don't know if I'll give Ushari a more prominent role in this story to be honest. He's a great villain for the upcoming arc, so I think I'm gonna stick with that plot.

**AngelElmarlienHenning: **I'm always happy to see a new username in the reviews. I'm glad you like my spin on _The Lion Guard _and my original character Nyota's relationships with the other characters. Hope you'll stick around to see more.

**KDBloomfield: **I'm glad you're liking the growth of Kion and Nyota's relationship and their fluff moments. There's more to come, trust me!

**Star-The-Writer: **Wow, I'm glad you're a fan of my PR/H2O crossover, and that you took a chance on my other stories. Thanks for your compliment, I try to make my original characters believable and make it feel like they belong within the show. Hope you stick around to see more development.

**kickykyo: **I'm glad you enjoyed the last chapter. And yes, those pictures on DeviantArt account DemiGurl21 are mine. It's just my way of giving a visual to my characters and sharing that with fans of my stories. As for your question about Scar's Guard and his Wisest, that will be touched upon later. Not all the past Wisest of the Guard ended up with the Fiercest, I'll just say that.

**JDJPJST: **Answering questions in order; 1) Fuli and Nyota were having fun performing with the baboons, Ono not so much. 2) Kion and Nyota's relationship is steadily growing. 3) I'll try and post more pictures when I can. Glad you like them. 4) Other characters will start to figure out about Kion's feelings for Nyota. Wait and see.

**Shane Hedin: **Answering questions in order; 1) A small flashback about Nyota will be featured in the next chapter. 2) Nyota will find out about Kion and Mufasa towards the end of this story. 3) Counting the two-parter chapters 31 total. 4) I will touch upon other couples once they first introduced, just wait. I am a sucker for romance. 5) Shaba will stay in the Pride Lands in season three, I already have a mate in mind for Rani and he's a member of the Night Pride. I already had Shaba's mate planned out before season three aired. 6) With how things go in my personal life, I can't adhere to a strict updating schedule, sorry.

**Derick Lindsey: **First, thank you, I did have a nice birthday. The last chapter was fun to write, and I'm glad you noticed that little moment during the song. Shaba will be in the next chapters, and he'll make more appearances later on. To answer your question, I turned 25. Hope you enjoyed this chapter.

**johannvanguard: **I'm glad you liked the last chapter and hope you like this one as well.

**Kagz419: **I'm glad. Ono's my second favorite character in the entire series and I thought he and Nyota would have a cute friendship. Glad you liked last chapter and hope you like this one.

**DemonGirl123: **Again sis, your support means all the world to me. I hope you like this chapter and all the cute fluffy moments I added. Love you sis!

**KNAM: **I'm glad you think that Kion and Nyota are a perfect pair. I won't spoil who knows about their feelings yet. You'll just have to wait and see! Gotta keep you guys interested somehow.

**SDTHBC: **I'm glad you think so and see many similarities between Nyota and Kion. I have a few songs in mind for a future Kion/Nyota duet, wait and see! Those will come in season 3.

**MEJLADCU: **Well, _The Rise of Scar _is the next chapter (well chapters, it's a two parter) so your questions will get answered. Wait and see!

**Again, thank you everyone for the birthday wishes! Hope you enjoy this next chapter of **_**Lion Guard Adventures: Rise of Evil**_**. **

**XOXO~Cyber**


	5. The Rise of Scar (Part I)

**The Rise of Scar**

**Part I**

* * *

**Key:**

*** "Words appearing like this indicate Simba's vocals."**

******* "Words appearing like this indicate Kion's vocals."**

*** **_**"Words appearing like this indicate unison vocals."**_

_* [Words appearing like this indicate narration during a flashback]_

* * *

The sun rose over the horizon, signaling the start of a new day in the Pride Lands. Rays of sunlight crept through the leaves of Rafiki's Tree, illuminating the inner hollow. Nyota laid curled up on a bed made up of banana leaves, the rays of light hitting her eyelids, causing her to stir. The young cub blinked her stormy-blue eyes and rubbed them with her paw, before stretching her limbs and shaking out her fur, opening her mouth in a yawn.

Rafiki smiled at his cub and wrapped his arms around her neck, stroking her fur. They pulled back and the old mandrill tapped the cub's nose before kissing her forehead. Nyota licked Rafiki's cheek before running out of the hollow and leaping onto the branch and then down to the ground.

Nyota was the first member of the Guard to reach Pride Rock, where Kion was waiting. The young prince stood on the edge of Pride Rock, looking out over the kingdom, watching as the sunrise painted the sky in pale and smoky colors. Kion didn't even notice that another cub had joined him until he felt a paw brush against his, followed by a weight on his shoulder. He glanced down and saw his best friend smiling back up at him, a smile forming on his muzzle. "Good morning." he greeted, tapping his tail on the stone.

"Morning." Nyota echoed, rubbing her cheek against his shoulder. "What were you thinking about?"

"Just...how things have changed since the dry season started." Kion sighed, tilting his head to the side to rest his cheek between Nyota's ears. "It's only been a few days and we've been busy from dawn till dusk."

"Yeah, you're right." Nyota agreed, tapping her tail. "But, I'm sure things will slow down once all the animals get into their routines. Transitioning from one season to another is always difficult." She glanced up at the prince. "We never noticed just how difficult until now."

Kion nodded in agreement, "Yeah, our lives were so much easier back then." he remembered. "No worries, no responsibilities."

Nyota giggled. "And now, we're the fiercest and wisest in the Pride Lands." she added, glancing upwards, her eyes meeting Kion's. "Responsible for protecting our home and defending the Circle of Life. Sure, it's been hard..."

"...but it's been worth it." Kion finished, his eyes still locked with hers.

"Yeah." the lioness cub nodded. "Speaking of the Guard, we should head to Mizimu Grove. I'm sure Fuli's there by now, and possibly Ono too."

"Right, we can meet up with Bunga and Beshte on the way." Kion stood and turned towards the path leading down Pride Rock, with Nyota right beside him.

As the two cubs bounded down the rocks, four adult lions and two cubs stood in the den's entrance, watching them. Two of the adults were the King and Queen, while the other two were friends of theirs since cubhood. The adult male lion standing next to Simba had lighter golden fur, a crimson mane and matching tail tuft, and red-brown eyes. His mate sat beside him, a lioness with tan fur, a beige cream underbelly and muzzle, a light brown tuft at the end of her tail, and bright green eyes.

"How do they not see it?" Kiara questioned, arching her eyebrow, sitting in between her parents.

"I know, it's so obvious." Shaba agreed, sitting next to the princess and in front of the other pair of adult lions.

Simba and Jiwe, the lighter golden lion and Shaba's father, exchanged a glance and a chuckle. The small group watched the two cubs reach the meadow around Pride Rock and Kion tried to pounce on Nyota, who quickly turned the tables and pinned him instead. Kiara and Shaba looked to one another with raised eyebrows and small grins.

* * *

The Lion Guard met in Mizimu Grove and once they were all together, began their patrol. Ono scanned the skies and caught three vultures circling over Muhimu's zebra herd, who were trapped in a shallow hole with steep edges. Nyota and Fuli jumped down and stood near the zebras, while Beshte pushed a large boulder to use as a stepping stone for the herd to get out.

Their next order of business was to divert a herd of antelope away from a rockslide. After, they chased off Janja and his hyenas from going after the galagos in Ndefu Grove. The intense sun beat down on them, but they never lost steam. From helping hippos stuck in the mud or hyraxes trapped in rockslide debris, the Lion Guard was alert and ready.

Next, the Lion Guard escorted Makuu and his float to a small cave in the canyon, where they would spend the entirety of the dry season. After that, they escorted a group of animals to the nearest watering hole. The Guard took a minute or two to rehydrate themselves before going back on patrol.

"Everyone!" Ono shouted as he circled back to the rest of the Guard, who had just finished helping a female giraffe untangle herself from some tree branches.

Fuli rolled her eyes, "Let me guess, another emergency?" she asked the egret, raising her eyebrow. Ono nodded in confirmation.

"Un-Bunga-lievable." the Guard's bravest muttered, jumping down from the tree.

The Guard's keenest of sight perched on a small boulder near the base of the tree. "Ma Tembo and the elephants are under attack." he informed.

"That's the fifth emergency today, and it's still morning." Beshte noted, glancing between the rest of his friends.

"And this is just the start of the dry season." Nyota added with a roll of her eyes.

"C'mon everybody, let's go!" Kion ordered the rest of his team. "Till the Pride Lands end..."

"...Lion Guard defend!" the others finished as they followed Ono to Ma Tembo's herd.

* * *

The elephant herd was running across the grasslands, with the hyena pack nipping at their heels. The Lion Guard stood on the ridge overlooking the grasslands, assessing the situation at hand. "Oh, what are the hyenas even thinking taking on elephants?" Fuli asked.

"Like my dad always says. 'Live long enough, and you'll see everything.'" Beshte stated.

"Well, I've seen enough." Kion hissed, stepping up to the edge of the ridge. Thunder rumbled in the distance as a huge cloud billowed above the six animals.

Nyota glanced up at the forming cloud, "Uh, Kion..." she muttered, but was cut off by Bunga shouting, "Give'em the Roar, Kion! Send those hyenas flyin'!"

Kion shook his head, calming himself down. "No, it's way too crazy down there." he told the others, turning around to face them. "If I use the Roar, I might hurt the elephants too."

"So, what's the plan?" Beshte asked.

Kion looked to Nyota. "Oh right." the female cub cleared her throat, "Ono-" she glanced at the egret on her shoulder, "-you, Bunga, and Kion chase the hyenas. Try separating them from the elephants."

"Affirmative." Ono saluted.

"Got it." Kion followed, a small smile on his muzzle. Bunga just rubbed his paws together and grinned.

"Fuli-" Nyota then looked to the cheetah beside her, "You and I will round 'em up. Beshte-" her eyes landed on her hippo friend. "-you send 'em flyin."

"Alright." Beshte nodded.

"Let's do it." Fuli smirked, tapping Nyota's paw with her own.

The Guard split up and ran down into the herd. Bunga charged in and chased Cheezi away from a pair of baby elephants, while Ono flew above Chungu and started jabbing him in the head with his beak.

Janja and Nne chased after Mtoto, licking their muzzles. "Now we got ya." Janja cackled.

Out of the dust cloud, Kion leaped into their path with a low roar and claws protracted. "Janja!" he snarled.

The two hyenas skidded to a halt. "Kion." the hyena leader chuckled. "Uh, have ya met Nne?" he wrapped his paw around the other hyena's shoulder. "Nne. Kion. Talk amongst yourselves." Janja then took off into the chaos of the stampeding herd.

Nne met Kion's hard glare and let out a whimper, his ears falling flat as he ran after his pack leader. "Wait for me Janja." he called after him.

Once the pack was all grouped together, the tried again to cut into the elephant herd, but were blocked by Fuli speeding past them and cutting them off. "Oh, no you don't." she hissed, a grin on her muzzle.

"Uh, this way fellas!" Janja called out to his pack as they ran towards the back of the herd.

"Not today hyenas." Nyota snarled, leaping in front of them, fangs bared and claws protracted. The hyenas spun on their heels and tried to make a break for the front of the herd. "Beshte, now!" Nyota and Fuli yelled.

Beshte charged through the dust created by the elphant herd and ran right into the hyena pack, shouting "Twende Kiboko!" Using his snout he knocked the entire pack a good few yards away from herd.

Unknown to the rest of the animals, a lone cobra with bright red scales as napping in the nearby field. He was awoken by the sounds of screaming hyeans, and when he looked up, saw the entire pack falling right towards him. Ushari quickly slithered out of the paths of the falling hyenas, sighing in relief when they all landed without crushing him.

The hyena pack let out various groans of pain as they got to their feet. The Lion Guard stood tall, their eyes locked in hard glared. "Get outta here, Janja!" Kion growled.

"C...c'mon fellas...let's scram." Janja stuttered, him and his pack running away with their tails between their legs. The hyenas, unknowingly, trampled Ushari as they ran back to the Outlands.

"Guess we showed them." Bunga shrugged as he and the rest of the Guard made their way back to the, now calm, elephant herd.

Ushari groaned as he got back up, his eyes narrowed as he watched the Lion Guard leave. "Every time I run into the Lion Guard, I'm the one getting run over." he hissed. "Someday, they'll regret it." The red cobra turned and slithered deeper into the grass.

"Is everyone all right?" Kion asked, glancing around the elephant herd before meeting eyes with the leader.

Ma Tembo bowed her head, "Yes, thanks to you and the Guard." she replied.

"I still can't believe the hyenas would try to attack you elephants." Fuli stated, standing next to her lioness friend.

"Well, I expect there isn't much left for them to eat in the Outlands." Ma Tembo noted.

"Maybe if they respected the Circle of Life they'd still have food to eat." Nyota said, standing between Fuli and Kion.

"Perhaps." the elephant leader agreed. "But the dry times are hard for everyone. Even us elephants."

Ono perched himself on Nyota's back, looking up at Ma Tembo. "Have you found a new water source for your herd?" he inquired.

"No, but this is my first time leading the search." Ma Tembo answered. She wiggled her ears, "Hearing the underground water is a bit more difficult than I expected. And attacks from hyenas don't help." she added with a roll of her eyes.

"Well now that they're gone, you're safe to keep looking." Beshte reminded.

"Yes, Ma Tembo." Zito agreed. "Keep looking."

"Water, here we come!" Mtoto grinned.

The rest of the herd let out exciting trumpets. "Yes." the herd leader sighed. She lowered her head and draped her trunk around the young prince's shoulder. "Caring for others during the dry season is a bigger responsibility than I was expecting."

Kion nodded, "I know exactly what you mean." he replied. From his right, Nyota smiled and nudged his cheek with hers, the tufts of fur on their tails brushing against one another's.

The elephant herd bowed their heads to the Guard before walking away. Kion looked to the egret perched on the female cub's back, "Ono, keep an eye on the elephants in case the hyenas come back." he told him.

Ono raised his wing to his head in a salute. "Affirmative." he responded, taking off from Nyota's back and flying over the leaving herd.

"So, now what?" Bunga questioned, looking to Kion.

Kion moved his eyes to Nyota, "I need a minute, mind heading back to the Lair?" he asked.

The lioness cub nodded, "Sure, we could use the breather." she replied. "Where will you be?"

Kion chuckled and rubbed his forehead against Nyota's, "Don't worry, I won't be long." He gave his best friend a smile before walking off. Nyota watched Kion for a few more seconds, before turning in the opposite direction and lead the Guard back to their Lair.

* * *

Kion walked up a grassy hill and sat down as the spirit of his grandfather appeared before him. "Kion." Mufasa greeted. "Is something troubling you?"

"Yes, Grandfather." the young prince answered, his ears at the sides of his head. "The dry season has just started and the Guard's been busier than ever." he informed. "It seems like everybody needs the Lion Guard's help What did they do before we were here?"

From a few feet away, a petite animal with bright olive-eyes was watching Kion, hearing a faint whisper on the wind in response to the question.

"You and the Lion Guard have done a wonderful job protecting the Pride Lands during the wet season." the past king praised. "But the dry season will bring even more challenges."

Kion nodded along, "There's less food and water, and the heat slows everyone down." he clarified.

"And you know what happens when animals are tired, hungry, and thirsty." the spirit prided.

"They don't always make the best decisions." Kion answered. "The dry season's even got me feeling kinda snippy." he admitted.

The animal in the bushes continued to watch the prince curiously. She vaguely made out "-lose control of the Roar." and it clicked on who the young prince could be talking to.

"Thank you, Grandfather." Kion smiled and bowed his head. Mufasa returned the gesture and his spirit faded from view as his grandson turned away.

As Kion passed by the bush, a dainty mandrill with grey fur, a lighter grey underbelly, brown fur in atop her head and around her neck, a pale pink nose and bright blue stripes on her face popped out with a wide grin. "You were talking to your grandfather Mufasa, weren't you?" she questioned, her voice high in pitch.

Kion blinked his amber-brown eyes, confused as to how this young mandrill whom he's never seen before could even know about his grandfather.

Not too far away, at the mere mention of the past King's name, Ushari the cobra popped up from the grass and slithered closer to where the young lion prince and mandrill were talking. "Who are you?" Kion demanded.

"I'm Makini!" the young mandrill introduced, jumping out of the bush. "I'm Rafiki's new apprentice."

* * *

The rest of the Guard was resting in their Lair. Beshte waded in his pool, while Bunga, Fuli, and Nyota each laid on separate rocks. Bunga relaxed on his back, while Fuli was curled up under the skylight, and Nyota was laying on the rock overlooking the pool, cleaning her fur.

"Guys!" Ono called as he flew into the Lair, landing in front of Nyota. "The hyenas are back."

"Who are they attacking this time?" Fuli asked, stretching her limbs.

"The baboon troop from Nyani Grove." Ono answered, looking from Fuli back to Nyota, who was now standing on all four paws. "The baboons were following Ma Tembo and the elephants."

"Okay, where were they headed?" Nyota questioned.

"Through Chakula Plains towards Embamba Canyon." the keenest of sight informed.

The Guard's wisest nodded and looked to the rest of the Guard as Ono hovered beside her. "Okay guys, we gotta move. You three are with me." She nodded to Beshte, Fuli, and Bunga, before looking to Ono. "Ono, go find Kion and meet us near Embamba Canyon."

"You got it, Nyota." Ono nodded with a smile on his beak.

Nyota smiled and jumped off the rock she was standing on, joining her friends as they all ran out of the Lair. "Till the Pride Lands end..."

"...Lion Guard defend!" the other four finished as they followed her. Ono flew off to search for Kion while Nyota led the rest towards Chakula Plains.

* * *

"Kion!" Ono called, unknowingly cutting off Makini mid-song. "The hyenas, they're back."

The golden-furred prince rolled his eyes, "Don't tell me they're after the elephants again."

Ono shook his head in rebuff, "Now they're after the baboons that have started following the elephants."

Kion took a few steps past Ono, looking over his shoulder, "Go tell the rest of the Guard." he ordered.

"Actually, I already did." the egret informed. "Nyota's leading them to Embamba Canyon right now. She told me to find you and meet her and the others there."

"Oh." Kion's ears twitched and a smile crossed his muzzle. "Okay then. Let's go, Ono." The pair raced off towards the canyon. Kion glanced back over his shoulder, "Nice meeting you, Makini! Good luck training with Rafiki!" he called to her.

"Thanks, Kion!" Makini waved as she watched the Guard's fiercest run off.

* * *

Chakula Plains was filled with the chaos of a stampeding elephant herd, clamoring of baboons, and the cackles of hyenas. "Get as many baboons as you can, boys!" Janja yelled to the rest of his pack.

"Beshte, you're with me, we'll take the hyenas." Nyota ordered, glancing to the strongest member of the Guard. "Fuli, you and Bunga focus on the baboons."

"You got it, Nya!" Bunga saluted, jumping from Beshte's back to a low tree branch, before scurrying across and jumping onto an elephant's back.

Fuli rolled her eyes and sped after Bunga, while Nyota and Beshte ran ahead of the hyenas and laid in wait for them. "I can almost taste 'em." the hyena, Tano, licked his muzzle.

Nyota and Beshte ran through the dust cloud kicked up from the commotion. "Taste this." snarled the lioness cub, as the two friends skidded to a halt.

Using his snout, Beshte sent Nne flying back into the stampeding heard. Nyota spun on her heels and kicked out her hind legs, nailing Tano in the snout, which also sent him flying into the herd.

"Twende Kiboko." Beshte chuckled with a small smirk. Standing at his left, Nyota giggled and glanced up at her hippo friend before lightly headbutting his snout

Cheezi was chasing after a baby baboon, and was suddenly knocked over by Fuli, who caught the baby on her back after he jumped to avoid the hyena. Fuli ran to a safe area away from the stampede, but the baby baboon jumped off her back and caught up with his troop, who were still running amongst the elephants.

"Ugh. baboons." the cheetah groaned. "Don't you get it? We're trying to help you!" she called after the primate troop.

"C'mon, Fuli, this is kinda fun!" Bunga called from his place on top of an elephant. He jumped down to save an adult baboon from Chungu and brought him back onto another elephant. The baboon however, jumped to the ground and ran off. The Guard's bravest did the same, "I can't rescue you if you won't stay rescued!" he called after the baboons.

"Lion Guard!" Kion's voice got their attention and they ran to meet up with him.

"Kion." Nyota sighed, running up to nuzzle her best friend. The two cubs smiled at eachother as they pulled away, their tails swaying back and forth.

"Every time we save a baboon, they run off after the elephants again." Fuli told him.

"And then the hyenas go after the baboons again." Bunga added.

"And the hyenas won't let up." Nyota finished. "I'm running out of ideas here."

"Don't worry, Nyota, I've got a plan." Kion assured. "You and Ono, lead Ma Tembo and the elephants to the base of the canyon's cliff wall." he ordered, looking from the egret and lioness to the three other Guard members. "Fuli, Beshte, Bunga, make sure the baboons keep following the elephants."

"But then the hyenas will have the elephants and baboons cornered." Ono pointed out.

A small smirk crossed Kion's muzzle, "That's exactly what I want the hyenas to think." he clarified.

"What are you gonna do Kion?" Nyota asked.

The prince met her eyes, "I'm going to the top of that cliff." he answered.

* * *

While Kion took another path up to the cliff, the rest of the Lion Guard caught up with the two herds and led them into the dead end path of the canyon. Janja and his pack were right on their heels. "We got 'em now!" Janja cackled as he led his pack into the canyon.

The five members of the Guard stood between the hyenas and Pride Lands' herds. "That's far enough, Janja." Nyota growled, her fur bristled and claws protracted. Fuli stood in the same stance beside her, while the three males had their eyes set in glares.

"Go on back to the Outlands!" Beshte yelled, as threateningly as he could.

"And leave this baboon-elephant feast behind?" questioned the leader as he and his pack slowly advanced, blocking any means of escape. "Oh, I don't think so."

"Janja!" the loud voice of the Guard's leader made the hyena pack look up. Clouds billowed behind the young prince as thunder rumbled in the distance. "I've had enough of you and your hyenas!"

The clouds around Kion darkened to a steel grey. Nyota glanced up at her best friend, "Kion?" her brow raised slightly.

Hearing her voice say his name was enough to snap Kion out of the anger he was feeling, enough for him to notice the darkening clouds. "Don't lose control." he muttered to himself. Kion closed his eyes and took a deep breath, opening them as he exhaled. He opened his muzzle and Roared, sending the entire pack of hyenas flying towards the Outlands.

Bunga placed his paws on his hips, "That oughtta teach 'em." he chuckled.

Kion jumped down from the top of the cliff, landing in front of the baboon troop. "What's going on with you guys?" he asked, being joined by Ono and Nyota.

"We were following Ma Tembo." the baboon troop leader answered.

"Of course." Ono piped up, tapping his temple with his wing. "The baboons always follow the elephants to new water sources in the dry season." he explained. "Common knowledge, really." he shrugged.

"It's true." Ma Tembo confirmed, joining the three Guard members. "And usually there's enough water for everyone."

"Well, if you're okay with it." Kion looked to the elephant leader.

Ma Tembo nodded. "It's my responsibility. My role in the Circle of Life." she added. "And as soon as I hear the new water source, everything will be fine."

"Don't you worry, Ma Tembo." Bunga assured. "Now that Kion's sent those hyenas flyin', you won't have any problem findin' your water."

"I hope that's true." Ma Tembo chuckled. The baboon tropp chittered exciedely and started pounding on the rocks. "Though I almost prefer the hyenas to the baboons." the elephant leader muttered.

The Guard's fastest let out a chuckle of her own, "I hear ya." she agreed.

"Good luck, Ma Tembo." Kion tipped his head as he and the Lion Guard left the herds.

"I wish there was something more we could do to help Ma Tembo." Beshte sighed.

"Yeah." Nyota agreed. "But, you guys heard Ma Tembo, it's her role to find the water. Just like it's our role to defend the Pride Lands."

They could hear the cheering from the elephant herd and the baboon troop. Kion stopped in his tracks and glanced back over his shoulder. Nyota noticed this and nudged his shoulder with her nose, getting the prince to look at her. "You okay, Kion?" she asked.

Kion nodded, tapping his forehead to hers. "Yeah, I'm fine." he answered, glancing back into the canyon at the elephants and baboons. "Just thinking that I should probably mention what's going on to my dad."

"If you feel like it's best." Nyota replied, the two cubs walking in-step behind the rest of the Guard.

"So..." Kion spoke after a few minutes of silence. The two cubs were still trailing behind their friends, "...I met Makini earlier."

Nyota stopped mid-walk, her left paw hovering off the ground. "Oh, you did?" she chuckled, her ears falling flat.

Kion's brow arched, "Why didn't you say something about Rafiki taking on a new apprentice?" he asked.

"I was going to." Nyota answered. "It's just, ever since the dry season started, with us being busy from sunrise to sunset...and only having small breaks in between..." she stammered. Nyota took a deep breath and exhaled.

"I get it." Kion nudged her shoulder with his own. "Anyway, she seems nice."

"She is." Nyota agreed with a small chuckle. The pair stopped on a grassy hill not far from Pride Rock. They saw King Simba by the watering hole near the base of the monument.

"I'll see ya later." Kion smiled at his friend, nuzzling her one last time before running to catch up with his father. Nyota smiled and ran towards the Lair, joining the rest of the Guard inside.

* * *

Simba and Kion walked through the grasslands, discussing the matter of Ma Tembo's search for water. "I know it's frustrating, Kion, but leading the elephants is Ma Tembo's responsibility. There's not a whole lot we can do." Simba explained. "Elephants are the ones with the ability to find water. Not lions."

"I know." Kion sighed, lowering his muzzle and his ears falling to the sides of his head. "I just wish I could help. I know what it's like to be a new leader with new responsibilities."

Simba nodded, "That's something we both have in common now." he noted.

**"This life that we lead."**

**"****This role of leadership."**

**"Never said it would be easy."**

**"Sometimes I stumble and trip."**

**"And yet you get back up."**

**"Get stronger from the fall."**

**"It's part of our role."**

_**"'Cause in the end of it all..."**_

As they walked, Kion remembered the time he took his first steps. He remembered taking a few before falling, feeling discouraged. However, Simba brushed his nose over Kion's head, encouraging him to get up and try again.

_**"It's the path of honor, these duties we hold.**_

_**We must face them head on, we must be bold.**_

_**It's our life's calling to help our friends.**_

_**It's the path of honor**_

_**Till the Pride Lands end."**_

Simba and Kion ran across the plains as they sang. The slowed their pace and stood atop a hill, watching as various herds enjoyed the peaceful day.

**"At times it seems too much."**

**"You handle it all in stride."**

**"I have to find it within me."**

**"It comes from deep inside."**

**"It's more than I expected."**

**"But still sometimes it's fun."**

**"I try to do my best."**

**"And I'm proud that you're my son..."**

_**"It's the path of honor, these duties we hold.**_

_**We must face them head on, we must be bold.**_

_**It's our life's calling to help our friends.**_

_**It's the path of honor**_

_**Till the Pride Lands end."**_

The King and Prince continued to stroll through the Pride Lands, passing by the various animals living within the borders. While the father and son went about this, the spirit of Mufasa watched over them, a proud smile across his muzzle.

**"I never thought I'd be a hero."**

**"I had doubts about being a king."**

**"And yet we've both embraced our roles."**

**"That's part of what we bring."**

_**"What we bring..."**_

_**"It's the path of honor, these duties we hold.**_

_**"We must face them head on, we must be bold. **_

_**It's our life's calling to help our friends.**_

_**It's the path of honor...**_

_**It's the path of honor... **_

_**Till the Pride Lands end.**_

_**Till the Pride Lands end..."**_

Simba and Kion stood at the edge of Pride Rock, overlooking the kingdom below. "I guess life is full of responsibilities." the young prince spoke. "We all have our own to take care of."

The King nodded in agreement. He glanced down at his youngest cub, "I'm very proud of how much you've grown as the leader of the Lion Guard." Simba praised, a smile forming on his muzzle.

Kion looked up at his father, "Thanks, Dad." he replied.

* * *

Kion returned to the Lair to find his team taking a well deserved rest. He walked around the pool of water and after taking a quick drink, joined Nyota on their usual resting spot. Kion couldn't help but smile at the sight of his best friend curled up with her paws around Ono.

"Hey, Nyota." the golden furred cub whispered, gently shaking the female's shoulder. "Wake up."

Nyota let out small groan and thrashed her tail, smacking her lips as she turned her head into the crook of her left foreleg. "Five more minutes." she muttered.

Kion rolled his eyes and chuckled, lowering his head and nuding Nyota with his nose. When she didn't wake, he took part of her ear between his teeth and gently pulled. The female cub's eyes shot open and she yelled "Ow!", which also woke up Ono and Bunga.

"What's goin on? Who's there?" Bunga stood atop the rock he was laying on, his claws ready.

Nyota moved to a sitting position and rubbed her ear, half-glaring at Kion, "What was that for?"

"It's the only way I know to wake you." Kion defended, not even hiding the smirk on his muzzle.

Nyota matched his smirk with one of her own and slid up to him, batting her eyes. "Oh yeah?" she challenged with a giggle. She placed her paw on top of his shoulder and tugged on his ear, the two cubs bursting into laughter.

* * *

Making their way to Pride Rock was the Royal Mjuzi and his new apprentice. Makini stopped in her tracks when she heard the sounds of laughter. Rafiki sighed heavily and rolled his eyes, "Come now, Makini." he beckoned.

The young mandrill ran ahead, following the laughter. She easily found the entrance to the Lion Guard Lair, and stopped in her tracks when she saw Nyota pinning Kion to the floor, their noses inches from one another's, and their fur soaking wet. Rafiki stepped up beside his apprentice and shook his head before clearing his throat.

"Oh, hi Rafiki." Bunga waved from his spot on Beshte's back.

Nyota's head jerked up and her eyes locked with those of her guardian. Her ears instantly fell flat against her head and she backed off Kion and stood still. "Hi Papa." she greeted. "What uh...what're you doing here?"

"Today is Makini's official introduction to the Royal Family." Rafiki answered. "I also thought it to be wise to introduce her to the Lion Guard as well."

Makini squealed in excitement and ran to Nyota, wrapping her arms around her neck in a tight hug. "I am super excited!" she exclaimed.

Nyota tapped Makini's forearm with her paw, "Makini...can't breathe." she choked out. "You're...hugging...too...tight."

"Oh. Sorry." Makini quickly pulled away, letting the lioness cub catch her breath. The young mandrill waved to the rest of the Guard. "Wow, it's so fantastic to meet the rest of you!" she grinned. "I mean, obviously I've seen you all before while you're going around the Pride Lands, being all strong..." she tapped Beshte's shoulder, "...and brave..." she ruffled the fur on Bunga's head, "...And fast..." She wrapped her arm around Fuli's neck, "...And keenest of sight!" she picked up Ono and tossed him in the air. "And of course, fierce and wise." Makini wrapped her arms around Kion's and Nyota's shoulders, standing between them.

"Yep, that's us all right." Bunga bragged, brushing his claws over his chest.

"It's so exciting to meet you all up close and personal!" Makini giggled.

"I'm sure it is." Fuli muttered.

"It is!" Makini agreed, running up to the cheetah and standing close to her face. "But I have to say, I admire you the most, Fuli." she admitted. "Rafiki says you're the only girl to be on the Lion Guard in a position other than the Wisest."

Fuli blinked in confusion and looked to Rafiki for clarification. "It is true." the Royal Mjuzi confirmed. "In the past, the only female on the Guard was the Wisest."

"Which is also amazing!" Makini squealed.

"So Rafiki, why are you taking on an apprentice?" Beshte asked. "Are you okay?"

Rafiki chuckled, "Yes, Beshte, yes. I am fine." he assured. He walked over to the far wall to a newly added painting; one of a large tree with three lions' heads in the clouds above it. "When Makini was born, the Lions of the Past told me that she would be the one to continue my role in the Circle of Life." Rafiki tapped the painting, which glowed, also revealing a trio of light grey mandrills at the base of the tree. "And now that the stripes have appeared on her face, it is time for Makini to begin her training."

"Cool." Bunga sighed as the Lion Guard and Makini joined Rafiki at the painted wall.

"Besides, I don't plan on completing my journey through the Circle of Life until I become a grand-papa." Rafiki chuckled, tapping Nyota's nose, earning a slightly annoyed glare from the female cub.

Makini looked at all of the paintings on the wall, her eyes widened in awe. "Rafiki, did you do all of these paintings?"

"Only some." the elder mandrill answered. "Most were done by those who came before me." he looked to his young apprentice, "And someday it will be your turn to paint them." Rafiki then turned his eyes to the young prince, "Kion, can you assemble the Royal Family on Pride Rock for Makini's formal introduction?" he requested.

"Sure, Rafiki." Kion nodded. "I'll make sure we're all there." The golden-furred cub ran out of the Lair and up towards the main den of Pride Rock. Unknown to him, Ushari the cobra and two skinks, one black and one red, were perched on a rock not too far away.

Ushari slithered into the Lion Guard's lair, sticking to the shadows as he overheard the conversation going on.

"Go ahead, Makini." Rafiki stepped to the side, now standing beside his lioness cub.

Makini approached the wall, clutching her new bakora tightly. She took a deep breath and tapped one of the paintings, one that depicted Scar using his Roar against the rest of his Lion Guard. "It worked!" Makini grinned, hugging her staff.

"So..." Ushari hissed. "...Makini's staff is more than a simple stick."

"It seems you have chosen your staff well, Makini." Rafiki noted with a nod of his head.

Makini took a closer look at the painting before glancing to her new mentor, "That's Scar, isn't it?" she questioned with a slightly raised eyebrow.

Bunga nodded in confirmation, "The worst lion to ever live in the Pride Lands."

"Oh, that reminds me, Rafiki, my question, from earlier?" Makini looked her mentor in the eye, "I know the bakora staff can help me hear the Great Lions of the Past. But is there a way to hear the Bad Lions of the Past too?"

"I never even thought about that." Nyota mumbled.

From beside her, Rafiki stroked the white fur of his beard, "That is a serious question, young one." he stated. "But, you must know the bad as well as the good."

"Papa?" Nyota raised her brow as she watched Rafiki stand near another painting on the wall.

The painting depicted Kion standing on Pride Rock with a large cloud above him with five lions' heads formed within it. "As you know, Makini, your bakora not only brings images of the past to life. It can help you hear the Lions of the Past." Rafiki spoke. He tapped the painting he stood beside, which brought to life Kion's Roar and the cloud lions roaring as well. "The Great Lions of the Past are in the sky. Their voices are in the wind. You have all seen Kion use the Roar to make those Great Lions appear."

The five Guard members quickly exchanged glances with one another, before turning their attention back to Rafiki. "But the Roar can also summon the worst lions of the Pride Lands past." the elder mandrill continued. "Instead of clouds, these lions appear in fire." He tapped the painting of a volcano, making it erupt. "Once summoned, the bakora can be used to talk to evil lions as well." The painting beside the volcano demonstrated a mandrill tossing his bakora staff into the volacano, and out of the mouth rose the head of a lion.

"All the evil lions?" Makini questioned. "Even Scar?"

Rafiki nodded, "Even Scar."

Ushari grinned menacingly and slithered out of the Lair of the Lion Guard, having learned all he needed to.

From his perch on Nyota's back, Ono let out a shudder. "Whoa." Nyota muttered, her ears falling flat against her head.

"Creepy." Bunga shivered, rubbing his upper arms.

"You said it, Bunga." Beshte agreed.

"Totally." Fuli spoke.

Makini tipped her head, "Thank you for telling me, Rafiki." she said in a calm voice.

"Of course, young one." Rafiki nodded. "But remember..." He wrapped his arm around Makini's shoulders, "...talking to bad lions, it is a bad idea." Rafiki tapped her head with his bakora staff.

"Got it." Makini giggled. "I totally understand."

"Now, it is time." Rafiki spoke, his tone serious. "Time to present Makini to Simba and the rest of the Royal Family." He looked to his lioness cub.

"Right." Nyota tipped her head. "Follow me, Makini." She turned and walked towards the entrance to the Lair.

* * *

Once they were outside of the Lair, Makini suddenly stopped and clutched her bakora tightly. "Ohh, I'm nervous about meeting the Royal Family." Makini whimpered.

Nyota stood beside her and gently nudged her shoulder, "It's okay." she assured. "I was nervous when I first met them too."

"Really?" Makini blinked, looking at the lioness cub. "But you and Kion are so close."

"Yes we are." Nyota agreed. "But, when I first met him, I was terrified."

[Flashback]

_[It was the first time I had left Rafiki's Tree since he found me only a couple weeks before. He told me it was time to meet the Royal Family, but I was so scared to leave the tree...]_

"Nyota, get down from there." Rafiki scolded, standing with his palms on his hips. Up on the branch opposite him was a small cub with cream colored fur, digging her claws into the bark. She shook her head. "It's time for you to meet the Royal Family."

The infant cub shook her head again, "Don't wanna." she huffed, turning her face into the tree branch. "I like it here. It safe."

Rafiki chuckled and reached up, pulling Nyota from the branch with ease. She instantly turned into his beard and curled against him. The mandrill cradled her to his chest, soothing her. "Everything's going to be alright, my little star." he spoke softly, holding the infant with one hand and using his other to grab his staff.

Rafiki carefully climbed down the trunk of his tree, Nyota shaking against him. Ever since he found her, she's only known the safety of the baobab's hollow, but it was time for her to meet the rulers of the Pride Lands, her new home.

_[I don't remember much about my first journey from the tree to Pride Rock. I was so terrified that I kept my eyes closed and buried myself against Papa Rafiki's chest. He kept assuring me that I was okay, but I still didn't stop shaking the entire time.]_

Rafiki climbed up the path to Pride Rock and made his way into the main den. The rest of the pride was out in the Pride Lands, leaving all but the Royal Family in the den. King Simba and Princess Kiara sat together a yard or so away from Queen Nala and the newest royal, Prince Kion, a small cub with bright gold fur and a red tuft on top of his head.

"Good morning, Rafiki." Simba greeted, padding over to greet his Mjuzi.

Rafiki bowed respectfully, still holding his cub close. "Morning Simba." he replied. "Nala." He bowed his head in the Queen's direction. "I have a new member of the Pride Lands to introduce to you." Rafiki turned his arm, revealing the ball of cream fur against his chest.

"Is that...an infant cub?" Simba questioned.

"Yes." Rafiki answered. "I found her a couple weeks ago, after the flood. It's a miracle she survived."

Nyota's wide stormy-blue eyes looked up at the King. Seeing the larger lion, she let out a whimper and curled up closer to Rafiki. "Does she belong to any of the pride's lionesses?" Simba asked.

"I don't think so." Rafiki shook his head. He gently set her down on the den's floor.

Kion saw the new cub and, being the curious infant he was, padded over to get a closer look. Nyota saw the other cub coming towards her and she ran and hid behind Rafiki's leg. "It's alright, little one." Rafiki chuckled, stepping back. "He just wants to say hi."

Kion inched closer to the new female, familiarizing himself with her scent. Nyota hunched low, her ears falling flat against her head and her eyes squeezed shut. She was still visibly shaking, but stopped when she felt something tap her head. Opening one of her eyes, she saw it was the small paw of the young prince.

"Hi." he greeted with a wide smile and swaying tail.

"Uh...h...hi." she replied in a low voice.

"What's your name?" Kion asked, blinking his wide amber-brown eyes. "I'm Kion."

Nyota gulped and raised her head, "Ny...Nyota." she answered, moving to a sitting position, her tail curled around her paws.

"Nice to meet you, Nyota." Kion grinned. He stepped forward and rubbed his cheek against hers, making her giggle.

As Rafiki explained to Simba and Nala what the Great Lions of the Past told him the moment he picked up the orphaned cub, the two infants were chasing eachother around the den in a fit of laughter. The two royals watched as their youngest cub grinned ear-to-ear as he played with the female, who had a wide grin all her own.

"Kion seems to like her." Nala noted, resting her head on her mate's shoulder.

"Yes, he does." Simba agreed. "And, if the Great Lions believe she has an important role, then I can't think of a reason why she shouldn't stay."

In the midst of chasing eachother, the two infants tripped over their paws and tumbled into one another, with Kion landing on his stomach and Nyota draped over his back, her paw on his head. They looked at eachother and started laughing...

[End Flashback]

"By the time it was sunset, I didn't want to leave." Nyota looked from Makini to Pride Rock, her eyes instantly finding Kion, who was sitting by his mother. "That was the day I met my best friend, and we've spent every day together since."

Makini's eyes welled with moisture, which she wiped away. "That is so adorable." she squealed. "It must be so amazing to have someone to share everything with."

Nyota nodded, "Yeah, it really is." she agreed with a sigh, her eyes still on her best friend.

Rafiki cleared his throat and motioned for the two girls to follow him. Makini and Nyota caught up with Rafiki and proceeded to walk the path up to Pride Rock, where the Royal Family and a few friends awaited them.

* * *

As they waited for the Royal Mjuzi, Simba and Nala were discussing with their daughter about her helping the elephant leader search for a new water source. Along with the Royal Family, five other lions sat with them. Jiwe sat beside Simba, along with Safira and Shaba, as well as Zuri and Tiifu.

"Even if you can't find the water yourself, it might be a good experience for you to learn to work with Ma Tembo." Simba noted.

"Especially as future Queen." Nala added.

"Oh! Can I help?" Makini asked, running ahead of Rafiki and Nyota. "If the future Queen is going on a mission, I'd like to go too!" she grinned. "I'm Makini, Rafiki's new apprentice!"

"Makini!" Rafiki scolded, standing beside his young apprentice. "The official introduction is for me to do."

Zuri blinked, "But why would Makini introduce you?" she asked.

"Yeah, we already know who you are, Rafiki." Tiifu added.

Nyota rolled her eyes, "Rafiki is supposed to introduce Makini." she clarified, standing on the other side of the younger mandrill.

"Oh." the two females breathed. "Now that makes sense." Tiifu chuckled. Shaba groaned and rolled his eyes, lowering his muzzle.

"Yes, yes. Stand here, Makini." Rafiki instructed, pulling the young mandrill by her shoulder to stand beside him. The Mjuzi cleared his throat, "King Simba. Queen Nala." he addressed, "Royal family and friends." He looked to the two Royal cubs, then to the other lions present, while Nyota padded up and sat at the left of Kion, the pair sharing a smile. "May I present my new apprentice Makini."

Makini stepped forward and held her bakora staff horizontal in front of her. "It's a great honor to be chosen as the next knowledge keeper for the Pride Lands." King Simba spoke, placing his paw on the staff. "As Royal Mjuzi, you are always welcome at Pride Rock."

"Yes." Queen Nala agreed. "It's a pleasure to meet you, Makini."

"Thank you, your majesties." the young mandrill replied, bowing respectfully.

Rafiki walked up and stood beside his apprentice. "Someday, Makini will be Royal Mjuzi for Queen Kiara." he informed.

"Then maybe Makini should come with me to help Ma Tembo and the elephants find water." Kiara spoke up, looking to her parents.

"They will have to learn to work together." Nala pointed out, meeting her mate's eyes. "Just like you and Rafiki do."

"That is true." Rafiki agreed. "Eh, Simba?" The older mandrill bobbed the lion on the head with his staff.

"Yes." Simba shook his mane. "And the sooner they learn how to work together, the better."

"Oh thank you, your highnesses!" Makini squealed, hugging each of the royal lions.

"I also think that Nyota should come with us." Kiara continued, looking to the Guard's wisest member.

"Wait, huh?" the cream-furred cub raised her brow. "Why me?"

"Well, you are the wisest lioness in the Pride Lands, and know how to mediate conversations between different animals." Kiara pointed out.

"That is true." Kion agreed, smiling at his best friend. "You did help settle grazing ground arrangements for Thurston's and Muhimu's herds the other day."

Kiara nodded. "So, Kion..." she looked to her brother, "...is it okay if Nyota comes with Makini and I?"

"I don't see why not." Kion answered.

"Yeah, and if you guys really need me, Ono can find me easily." Nyota added. She smiled at Kion before facing Kiara, "I'd be honored to join you." she bowed respectfully.

"This is so great!" Makini shrieked, hugging Nyota and Kiara.

Kiara and Makini turned to leave, with Nyota and Kion following them. "Be careful out there." the prince warned.

The lioness cub stopped and smiled at her friend, "Don't worry, I'll be fine." she assured, nudging his shoulder. "Since you Roared away Janja and his hyenas, everything's been quiet."

"Still, you can't be to-" Kion was cut off mid-sentence when Nyota rubbed against him, nudging her head under his. She let out a small chuckle, "I'll be okay." she reassured, pulling back. "Promise." Nyota winked and ran to catch up with Kiara and Makini, the tuft at the end of her tail brushing against Kion's nose.

* * *

Kiara and Nyota walked side by side through the plains with Makini following close behind. They followed the sounds of various animals and came upon just that; a group of different animals shouting "water" over and over again as they paraded around Ma Tembo.

"Oh boy." Nyota sighed, shaking her head. "This is gonna be a little tougher than I thought."

"Well, let's see what we can do to help." Kiara voted, running towards the crowd of animals. Nyota and Makini followed.

Ma Tembo tried to focus her hearing to pinpoint the water source, but due to the animals constant chanting, it was proving to be difficult. "So is there anything we can do to help?" Kiara asked the elephant leader.

"I don't know if there is." Ma Tembo replied. "I believe we're in the general area of the new water source, but I haven't found the well site yet."

"Maybe we could look around for wet rocks, or some other sign of underground water?" Makini suggested.

"That would be helpful." Ma Tembo grinned. "Thank you, your highness." she bowed respectfully. "And thank you, Nyota. Makini." she nodded to the other cub and mandrill.

"We're happy to help, Ma Tembo." Nyota bowed her head in respect to the elephant leader.

* * *

The trio of females searched the nearby area, far from the other animals. "That was a good idea you had back there, Makini." Nyota praised, smiling at the young mandrill.

"I'll say." Kiara agreed. "I'm impressed."

Makini giggled excitedly, "Well, I really admire you two." she admitted. "Water is so important to the Circle of Life. So your helping..."

As Makini rambled on, Nyota caught a rustling in the distance. She stopped and looked back, narrowing her eyes. Kiara noticed this, "Are you okay Nyota?" she asked.

"I'm not sure." the Guard member answered. "I thought I heard something."

"That's funny. I didn't hear anything." Makini said. "But I know that's something I need to work on. Being quiet-"

"Makini." Nyota hissed, scanning the area around them.

"I know, right?" the young mandrill chuckled. "That's what everyone's always trying to tell me. Shwari, Makini..."

Suddenly, out of the grass came the hyena pack. Nyota instantly went on the offensive, teeth bared and claws protracted. She went to attack Cheezi, but was tackled from her blind spot by Chungu. The blow sent her into a tree, and she landed on the ground with a thud. Kiara was tackled by Tano, and sent rolling into the grass. All the while, Makini dropped her staff and hid in the gras.

Nyota moved to help Kiara, but was then pinned down by Janja, who kept one of his paws on her neck. "Well, well, well." he chuckled. "Looks like we get two for one." He looked to Chungu and Tano, "Grab the lionesses." he ordered. Chungu grabbed Kiara by the fur on her neck and Tano did the same for Nyota.

"Let's go boys!" Janja called out to his pack as he led them back to the Outlands. Cheezi and Nne flanked their leader, while Chungu and Tano brought up the rear, dragging the two lioness cubs along with them.

To Be Continued...

* * *

**A/N: Well, here it is guys, part one of the two-part special ya'll have been waiting for! I know, cliffhanger ending! I'll try to have part two up as soon as I can, I promise though it will be worth the wait. Hope ya'll enjoyed it.**

**Next time: **_**Will Kion and Lion Guard rescue Kiara and Nyota? An evil from the Pride Lands' past resurfaces, and a Guard member fights for their life.**_

**Now for comments/questions:**

**Fanficteller: **I have a nice sisterly relationship planned between Nyota and Makini. I hope you look forward to how that pans out. As you can see, both Kiara and Nyota were taken. I have a reason for that which will be made clear in part two.

**KDBloomfield: **I have a sisterly relationship in store for Makini and Nyota, and who knows, maybe she'll pick up on the feelings between Nyota and Kion. I'm glad you're liking the growing relationship between Kion and Nyota, I've got so much more planned. I'll try to have part two up in a day or two.

**JDJPJST: **Answering your questions in order 1) It takes time to write these chapters. I'm not a machine, I need time to recharge between updates. Quit freaking out when it takes more than three days. 2) The rise of Scar is what happens next. 3) I'll try to have part two up in a day or two. 4) Nothing important, Rafiki just introduced Nyota to Makini and her parents. 5) They already are noticing. 6) Nyota's roar is just a roar, it means she's getting fiercer. 7) It's something they've been doing all their lives. It's a best friend thing. 8) Maybe.

**738: **I do plan on using "Of the Same Pride" in a future chapter in season three, just not in the chapter based on the episode it was used in.

**Shane Hedin: **Answering in order; 1) I want the duet between Kion and Nyota when they find out they're in love to be a surprise. 2) The original hyena trio from the first film might appear in a flashback. 3) Not sure she will get over her fear. 4) Wait and see how they fall in love. 5) I already have an idea for a future land that Kion and Nyota will rule someday. 6) I don't know how creepypasta works so I can't help ya there.

**old666: **I'm glad you're liking the story so far. Answering your questions in order' 1) Nyota's true birthplace will be revealed this season. 2) I plan on doing a chapter based on "Timon and Pumbaa's Christmas", and I'll upload it close to Christmastime.

**DemonGirl123: **Well, here it is. I hope you enjoy this chapter, and will look forward to part two. I love ya sis, thanks again for all the love and support! XOXO.

**Derick Lindsey: **Thanks again for continuing with this story, and I'm glad you liked my twists with the previous chapter. I hope you like my own spin on this special. I think I'll keep Mpishi as a one-off character, but Mapigano the leopard might make an appearance the next time the Guard crosses paths with a leopard. Wait and see.

**LLCEHH: **The talk that Rafiki mentioned was just him explaining that Makini will be his new apprentice and the visitors were Makini and her parents, Fikiri and Kitendo.

**Again, hope ya'll enjoyed this chapter and I'll try to have part two up soon. Till then...**

**XOXO~Cyber**


	6. The Rise of Scar (Part II)

**The Rise of Scar**

**Part II**

* * *

Makini ran as fast as she could towards the Lair of the Lion Guard. "Lion Guard!" She yelled, running into the Lair. The five Guard members, who were napping, suddenly jolted awake when they heard Makini calling for them.

"Makini?" Kion questioned. "What's wrong?"

"The hyenas!" she exclaimed. "They attacked us...and..." she panted, trying to catch her breath. "they...they've taken off with Kiara and Nyota!"

Hearing that, Kion jumped to his feet, while the rest of the Guard exchanged worried glances. "Ono, see if you can spot Janja and his clan!" Kion ordered.

Ono saluted and took off, while the rest of the Guard joined Makini by the Lair's entrance. Kion's ears fell flat against his head as he worried for his sister and best friend.

Ono scanned the skies and caught sight of the hyena pack as they made their way back to the Outlands, dragging Kiara and Nyota with them. The Guard's keenest of sight quickly circled back to the Lair, "I found them!" he alerted. "They're taking Nyota and Kiara into the Outlands."

"This is all my fault." Makini admitted. "I wasn't quiet when Nyota asked me to be." She lowered her head and looked to the floor.

"Makini, you can't blame yourself for something Janja did." Fuli tried to comfort her.

"Right." Beshte agreed with a small smile.

"The only thing that matters now is that we rescue Kiara and Nyota." Kion told his team. "Makini, you stay here." He ran past the young mandrill with the rest of the Guard behind him. "Till the Pride Lands end..."

"...Lion Guard defend!"

* * *

Nne ran up the path of the volcano, the bakora staff between his jaws. He ran inside and dropped the staff in front of Ushari. "Good, you've got the staff." he snickered.

"And we got Kiara and Nyota." Nne added.

"Excellent." Ushari hissed. "His sister and best friend. That should really get Kion's attention."

The hyena nodded, "Janja figures the rest of the Lion Guard should be here any second." he cackled.

"Then you should go." the cobra suggested. "Janja may need your help down below." The hyena nodded and ran back down the volcano.

The rest of the pack stopped near a collection of steam vents. Nyota kept struggling against Tano's grip, glaring daggers at the hyena pack leader. "I don't know what you're thinking, Janja, but you're not gonna get away with this." she hissed.

Janja only snickered, "That's what you think, cub." He looked to the Chungu and Tano, "Toss 'em in." he ordered with a nod of his head.

The two hyenas did as instructed, tossing the two female cubs into the pit below. Nyota landed first, falling on her left shoulder before rolling onto her stomach with a wince. Kiara landed a second later, with Nyota running to catch the princess on her back to cushion her fall.

"You okay Kiara?" Nyota asked, sitting next to the princess.

"Yeah." Kiara replied. "Thanks, Nyota." She gave the other cub a warm smile.

"Aww, so cute." Cheezi chuckled from above them. Both felines snarled in response.

"That ought to keep you two." Janja cackled, standing tall in front of his pack.

"I don't think so." Kiara hissed, preparing a pouncing stance. Nyota looked around and took note of the active steam vents, her eyes widening. Kiara ran and took a leap, aiming to attack the hyenas. Nyota quickly got ahead of her and knocked her back, just as another steam vent hissed, some of the hot steam catching Nyota's fur.

Kiara shook herself off, "Nyota, what was that for?" she asked.

Nyota winched as she licked her left side where the steam hit her. "Steam vents." she answered. "They could do serious damage if you run right into them, which you were about to do." Kiara's eyes widened for a few seconds before returning to normal. "We need to be smart if we want to escape."

"Don't count on it, Nyota." Janja snickered, earning bared fangs from the lioness cub. "The only way out of there is through us." The hyena pack laughed in response.

"Don't worry cub." Cheezi cackled. "I'm sure your precious prince will rescue you."

"And that's just what we want." Chungu added. "And his Roar too."

"His Roar?" Nyota's brow quirked. "What're you up to?"

Chungu opened his snout but was then hit upside the head by Janja's paw. "That's none of your business!" the pack leader snarled.

* * *

Unknown to them, Ono was hovering above them and quickly circled back to the rest of the Guard, who were waiting on the edge of the border between the Pride Lands and Outlands. "Kiara seems okay. But the hyenas have her surrounded, and trapped by steam vents.

Fuli raised her eyebrow, "What's Janja up to?" she asked.

"Well, if he were just holding Kiara prisoner, it would mean he wants something from my Dad." Kion noted.

"But, he's holding both Kiara and Nya." Bunga pointed out.

"I know." the Guard's firecest lowered his muzzle. "Which means he wants something from me."

"Like what?" Beshte questioned.

The Guard's bravest shrugged his shoulders, "Does it matter? We go in, Kion Roars, and we come back out with Nya and Kiara."

The Guard's strongest looked down at the bravest, "I'm not sure it's gonna be as easy as that, Bunga." he noted.

Ono nodded in agreement. "Kion won't want to Roar at the hyenas if they're surrounding Kiara and Nyota."

Kion looked out into the Outlands as he tried to come up with a plan to save his sister and his best friend. He went through his mind, thinking what would Nyota do in this situation.

"Kion?" Fuli questioned, tapping the prince's leg with her paw.

The prince shook himself out of his momentary daze, turning to face the rest of his team. "Listen up everyone. The hyenas will be expecting me to come to the rescue." he informed. "But if they think I'm the only one here, I might be able to lure them away from Nyota and Kiara. I'll go this way and try to distract Janja and the others." He motioned to the path leading to the volcano. "The rest of you, go around the other way, make sure rest of Janja's clan doesn't see you."

With one last firm not, the Guard split up and ventured into the Outlands to save their wisest member and the Princess of the Pride Lands.

* * *

Kiara stood against the wall of the pit, while Nyota paced back and forth trying to come up with a plan. The rhythmic hissing of the steam vents caught her ear and she watched as each vent blew. She focused her hearing and started to pick up a pattern between each hiss of the vent. "Five seconds." she muttered, a small smile forming on her muzzle.

"What?" Kiara asked.

Nyota caught movement out of the corner of her eye. She cast a quick glance to her left and saw Ono and Bunga, and her smile only grew. "Don't worry Kiara, I'm gonna get you out of here." she promised, looking the princess in the eye. "The cavalry's arrived." She flicked her tail to the left and Kiara saw the two Guard members Nyota has seen earlier.

Bunga and Ono joined the two cubs below, hiding behind a large rock that Kiara stood beside. "Okay, I'm gonna look to Kiara but you two pay attention." Nyota glanced to Ono and Bunga. "I've got a plan."

Bunga rubbed his palms together, "I knew you would." he said in a low voice.

* * *

The hyenas kept vigilant watch over the two cubs, just waiting for the Lion Guard to charge in. Janja sat against the rocks, tapping his tail in frustration. "He should be here by now." the hyena muttered.

"Janja!" Kion's voice echoed from the base of the volcano.

Janja's ears perked up and a grin spread across his snout, "It's show time." he chuckled. "You fellas stay here." he looked to the rest of his pack as he stood up and headed towards the volcano. "I gotta see a lion about a Roar." he cackled as he left.

"What you suppose they're talkin 'bout down there?" Chungu asked, watching the two lionesses.

"I don't know." Cheezi answered, his tongue hanging out the side of his mouth.

* * *

Ono hunched low behind the rock, "I'm not sure about this Nyota." he admitted. "I don't like you going at it alone."

"I agree with Ono." Kiara spoke up. "It's too dangerous."

"C'mon guys, Nya can do this." Bunga assured, giving his lioness friend a claws-up and wink.

Nyota nodded firmly. "Besides, it's my duty to perserve the Circle of Life in the Pride Lands." she continued, meeting Kiara's eyes. "And that means protecting the future Queen. You." Kiara blinked in surprise, seeing the seriousness in Nyota's eyes. Nyota cast a glance to Ono and Bunga, casting a glance back to where Beshte and Fuli were hiding and thrashed her tail.

The badger and egret snuck away to their friends to relay Nyota's plan. Kiara stood close to her, both cubs now focused on the hyenas. They slowly moved closer and focused their hearing so they could pick up Janja's conversation with Kion.

"What do you want, Janja?" Kion questioned.

After a few stammering mutters, the hyena leader cleared his throat. "I want you and the Lion Guard to let me and my pack alone!" he declared.

Kion blinked in slight confusion, arching his eyebrow, "You drag my sister and my best friend to the Outlands, hold them prisoner..." he listed, " ...all because you want me to leave you alone?"

Janja nodded, "That's right!" he confirmed. Nyota rolled her eyes. Even Kiara agreed that was foolish.

"Janja, that's a terrible plan." Kion pointed out. "Even for you."

"Huh." Chungu muttered. "I thought it was a good plan." He looked to Cheezi.

"Me too." Cheezi agreed.

Nyota burst out into a fit of laughter, "Wow, no wonder it's so easy to outsmart and outwit you guys." she giggled, padding closer to the barrier of hissing vents. "Of course, I'm not surprised." this time she scoffed, stopping a few feet away from the vents that separated her from the hyenas. "A stupid leader begets a stupid pack."

The hyenas growled at the lioness cub, baring their fangs. Nyota paced back and forth, timing the vents, waiting for the perfect moment to attack. "You wanna say that again cub?" Nne barked.

"What? Stupid leader begets a stupid pack." Nyota repeated, staring down the hyenas. "It makes sense now why we always beat you guys. Following a moron like Janja." she chuckled. The hyenas growled and snarled in return to her taunt.

The two steam vents in front her blew, and the lioness' demeanor changed. Her stormy-blue eyes narrowed and her fur bristled slightly, a low growl rumbled in her throat. Her silvery-grey claws protracted, one at a time until all four sets were shown, and she snarled, her entire body going rigid.

"Aww, the little cubbie thinks she's so tough." Tano cackled.

Nyota just smirked. "Now!" she yelled, charging forward with a growl. A large, flat stone was pushed over the edge of the opposite wall, revealing Beshte, Fuli, Ono, and Bunga. The stone landed on a few steam vents, creating the perfect route for Kiara to escape. The Princess cast a glance over her shoulder and watched as Nyota leaped over two vents a second before they blew, disappearing behind the steam.

Nyota pounced on one of the hyenas and headbutted another, letting out her roar, which echoed throughout the Outlands. She jumped off the hyena she pounced on and landed by a large boulder, her eyes on the rest of the Guard, "Get Kiara out of here! Now!" she ordered. "I'll find Kion and we'll meet up with you!"

* * *

The Guard nodded and helped Kiara out of the vent trap, before fleeing back to the Pride Lands. As they ran, the snarls and barks of the hyenas mixed with Nyota's growls and roars faded in the distance.

"I hope Nyota's gonna be okay." Kiara sighed, as she kept pace with Beshte and Bunga.

"Nya's gonna be fine." Bunga reassured. "She's Nya."

"Still..." Ono added, "...taking on Janja's entire clan by herself is dangerous, especially near the volcano."

* * *

Nyota jumped onto a tall boulder, overlooking the snarling pack below. "That's right you mutts, you've been outsmarted by a cub. How pathetic." she taunted, spinning on her heels. "Catch me if you can, you slobbering, mangy, stupid poachers!" The Guard's wisest laughed as she ran up a narrow path alongside the ridge near the volcano.

Janja and Kion's talk was interrupted when they heard the sounds of the hyena pack. They looked in the direction is was coming from and saw Nyota skid on her heels, hunched low with her teeth bared. Kion's ears perked up at the sight of his best friend, but soon fell flat when he saw the hyenas cornering her.

Nyota snarled, swiping at Cheezi's face as he snapped at her. "Nyota!" Kion called to her.

The lioness cub tackled Tano, knocking him into the pack, which sent them rolling back down the steep path. She jumped onto a large boulder, knocking it loose before jumping down. She kicked it with her hind legs, sending it rolling down the side and blocked the path the hyenas just tumbled down. With a sigh, she turned around, spotting Kion across the stream of lava. "Don't worry, Kion. Kiara's safe." she informed. "Her and the Guard should be near the border by now."

"What!?" Janja gaped.

Kion sighed in relief, then smirked at the hyena leader. "We win again, Janja." he stated.

"Like we always do." Nyota added with a smirk of her own. She jumped across the small gap between the ledge she stood on and the path she was on moments before.

Janja glanced from the lion prince to the lioness on the path-ledge above him, taking note how Kion followed her every move. A sly smirk spread across the hyena's snout as a new idea came to his mind. Nyota prepped herself to leap from the path she stood on to another narrow ledge near the lava stream. She hunched her body low and rolled her shoulders, before taking off...

Janja tackled her mid leap, knocking her into the rock, earning a loud yelp from the lioness cub. Nyota groaned and got to her feet, shaking off her momentary daze. The male hyena stood in front of her, cackling away. Nyota's fur bristled and she protracted her claws, snarling back at Janja.

The two lunged at eachother and went at it. Janja swiped his paw across Nyota's face and took a mouthful of her chest fur, tossing her across the rock they stood on. Her body landed on her left side with a loud thud, and the cub winced as moved her left foreleg. However, she pushed through her pain and met the hyena as he lunged again, headbutting him into the side of the ridge, causing a few rocks to fall on him.

Nyota went on the offensive and slashed at Janja's side. She ducked to avoid his bite and instead, bit down on his leg. She reared her head up and jumped on his back, landing behind him and kicked him in the rear.

Janja narrowed his eyes and lunged again, pouncing on the cub. The two rolled a ways, and Janja forcefully slammed Nyota down on her back, with his claws digging into her neck, pushing her head over the lava stream.

The hyena leader looked across the lava and could see Kion's eyes burn with anger. "Yeah, Kion. That's right." he grinned, baring his fangs. "Kiara might be safe, but little Nyota here ain't." Janja looked down into the eyes of the female cub pinned beneath him. "Not so tough now, are ya?"

"Janja, I'm warning you!" Kion growled, "Let her go, or you'll regret it!"

Nyota could see the clouds billowing overhead and turning a deep grey color. She pushed her paws against Janja's shoulders, mustering enough room to roll onto her stomach. The two cubs locked eyes across the lava, "Kion! Don't Roar!" she yelled. "It's what he-" Nyota let out a roar of pain as Janja sunk his teeth into her shoulder, small lines of red trickled down her fur.

With his teeth still in her shoulder, Janja tossed Nyota into the side of the ridge below the volcano. Her body hit the side and landed with a thud, and she laid there motionless for a few seconds.

It was in those few seconds that Kion narrowed his eyes and unleashed his Roar; the most powerful Roar yet, and one filled with anger. Nyota struggled to her feet and jumped onto a small ledge to avoid the Roar. She watched as Janja was sent flying over the ridge and then felt the ground rumble beneath her.

Kion's eyes widened when he saw lava spurt from the volcano and cracks forming on the grounds around them. Nyota, who was favoring her left paw, and blinking back white spots in her vision, managed to leap across the lava stream and landed five or so feet away from Kion. The golden-furred prince met the cream colored female's eyes and he smiled.

That smile soon disappeared when the section of ground Nyota stood on crumbled away beneath her paws. "Kion!" Nyota cried out, digging her claws into the stone to avoid falling into the lava.

"Hang on Nyota!" Kion called back, rushing to her aid. He grabbed her paws, keeping her from falling into the lava. "I've got you." He assured, locking eyes with her.

Nyota was panting now, red staining her left should and still running down her leg, back, and side. "I...can't...hold..." she strained, her vision darkening around the edges.

Kion leaned down and grabbed Nyota by the scruff of her neck, pulling her safely off the ledge. The pair caught their breath and Nyota looked up at Kion, mustering a small smile, before her eyes rolled back and she collapsed onto her right side, her breathing labored and shallow.

"Nyota?" Kion's voice cracked as he said her name.

He nudged her cheek, and her eyes fluttered open. "Ki...Kion." she rasped. "You've got...gotta get...out...of...here." her eyes started drifting closed.

"No. Not without you." Kion snapped.

"I'll only...slow you...down." Nyota coughed, exhaling a shallow breath.

"I don't care." Kion carefully nudged Nyota onto his back, adjusting her so her front paws were draped over his shoulders, and her hind legs were on either side of his hips. Her head hung over his right shoulder. "I'm not leaving you behind. Never." Kion tapped his cheek to hers.

* * *

The Lion Guard made back to the Pride Lands, just as the volcano erupted. Kiara caught her breath and sat down. "Where's Kion? And Nyota?" she asked, looking around.

Fuli sniffed the air, "Their scenet's not anywhere near here." she noted. "Ono, fly back and see if you can spot them."

"Affirmative." Ono circled back and flew over the Outlands. He caught movement and focused his eyes, seeing Kion running through the Outlands with Nyota on his back. Ono's eyes went wide when he saw the red stain on the lioness' left shoulder. "Hapana." he gasped. "I've gotta tell the others."

Ono flew back to Kiara and the rest of the Guard, landing on Beshte's back. "Well, did you find Kion and Nya?" Bunga asked.

"I did." Ono confirmed. "But, Nyota's injured."

"Injured." the others repeated.

Ono nodded, his eyes solemn. "I saw a lot of blood on her shoulder." he informed. "Kion's carrying her and...she appears to be unconscious." Kiara, Fuli, Bunga, and Beshte all exchanged worried glances.

* * *

Kion ran up the steep path leading out of the gorge and back into the Pride Lands. He pushed himself to run as fast as he could, hearing Nyota's labored breathing in his ear. With one final leap, he was back home, and he saw his sister and friends not too far away. And they saw him too.

Once the Guard and Kiara met up with Kion, they saw what Ono had mentioned earlier; Nyota unconscious and bleeding from her shoulder. Kion looked to the Guard's keenest of sight, "Ono, I need you to fly to Pride Rock and tell Rafiki that Nyota's injured." he ordered. "Have him meet me in the Lair."

"Got it." Ono cast one more glance at Nyota before taking off towards Pride Rock.

Kion ran after Ono, with Kiara running beside him and the rest of the Guard on his heels. The only thought in his mind in that moment was getting Nyota to the Lair...to save her.

* * *

Inside the Outlands Volcano...

Ushari sat on a rocky ledge overlooking the bubbling lava, holding Makini's bakora in his tail. "Scar! Evil Lions of the Past!" He yelled, shaking the staff. "Speak to me! I command you!"

Janja limped his way into the volcano, favoring the paw that Nyota had bitten during their fight. He stopped next to the cobra, "So, Ushari, where's Scar?" Janja asked, looking around.

Ushari looked at the hyena leader, "It, uh, seems that our plan didn't exactly work." he informed.

"It what?" Janja questioned. "After all that? Give me that stupid staff!" He growled and yanked the staff from the snake's tail and spat it on the ground. "To think I believed you when you said we could use this talk to Scar!" He snarled and kicked the staff into the lava.

A pillar of fire erupted from the center of the volcano and a lion's head appeared in pure flame, laughing menacingly. Janja's ears fell flat against his head as he took a few steps backwards. "Uh..." he gulped. "Are you..."

"Yes." the flaming spirit answer. "I am Scar."

* * *

As the sun sank beneath the horizon, Kion reached Pride Rock and ran straight for the Lair of the Lion Guard where Rafiki was waiting, with Makini at his side. Kion stopped by the rock bed and looked up at the Royal Mjuzi with moist eyes.

Rafiki patted the young Prince's head as he gently took Nyota from his back, draping her paws on his shoulders as he supported her weight and transferred her to the flat stone bed. He laid her on her right side and inspected her injuries, his eyes immediately going to the red stain on her shoulder. "Makini, I need leaves and water to clean her wound." he ordered his apprentice. "I also need..."

Rafiki's words drowned out in the background as Kion stood and watched over his friend. His eyes welled with moisture, but he fought back the tears. Kion took a step forward and lowered his head, brushing his nose against Nyota's cheek, before resting the bridge of his nose against it, his mane resting against her forehead.

"I know you are worried Kion..." Rafiki spoke, placing his palm on Kion's shoulder, "...but you should go while I work on her." The older mandrill kept his expression neutral, but even he was worried about the young lioness.

"All due respect, Rafiki." Kion replied, lifting his head with a sniffle. "I can't leave her. I won't-" his voice cracked as he leaned down to rest his forehead against Nyota's, a single tear falling from his eye.

Rafiki nodded and proceeded to clean the shoulder wound, placing a few large leaves over it and binding it with some ivy vines.

Nyota let out a small groan and her eyes slowly opened. Her vision was blurry, but she was able to make out Kion standing in front of her. "Ki...Kion." she muttered, her voice low and raspy.

"I'm here." Kion replied softly, nuzzling her. "I'm here."

"Is Kiara okay?" Nyota asked, fighting the urge to close her eyes. "The Guard?"

A small smile crossed Kion's muzzle. Even in her state, she was asking about their friends. He nodded his head, "Yeah, they're all okay." he answered.

Nyota's lips curled up as she sighed, relieved that everyone was safe after what happened in the Outlands. Kion nuzzled her again, and she felt a tear fall from his eye and land on her cheek. "Kion." she mumbled, her vision darkening once more. "I'm...so..." her words trailed off as she exhaled a shaky breath, her eyes falling closed.

Kion's breath hitched in his throat as he pulled back. He looked over her body, which was now half covered in vines and he shakily sighed when he saw her side rise and fall. He padded up and climbed onto the stone bed, sitting behind his friend's sleeping form and watching over her.

* * *

The rest of the Lion Guard, the Royal Family, Timon and Pumbaa, and Shaba and his parents waited outside of the Lair, their expressions solemn. Fuli paced back and forth, her eyes on the ground, while Beshte sat with his ears at the sides and moisture in his eyes. Ono stood at the Lair's entrance, waiting for either Rafiki or Makini to step out with news on Nyota, and Bunga stood between his adoptive uncles, all three with tears in their eyes.

Kiara sat in between her parents, her ears flat against her head. A few tears had already fallen from her eyes and she turned into her mother's shoulder and let more fall. Shaba stood perfectly still, tapping his tail on the ground as they all waited anxiously for news.

The vines concealing the Lair's entrance moved and everyone got to their feet. Makini stepped out, her hands folded in front of her, "Rafiki says she'll be fine." the young mandrill informed, and everyone breathed a sigh of relief.

"Thank the Great Lions." Simba sighed.

"You all may come in, but Rafiki says you can only stay a little bit." Makini added, pushing the vines aside. "Nyota needs her rest."

"We won't be long then." Simba tipped his head as he passed Makini, everyone entering the Lair.

They stopped for a moment when they saw the sight before them; rays of moonlight trickled into the Lair and they seemed to converge over the bed Nyota laid on. Her left foreleg, shoulder, and hind leg were wrapped in vines, as was her left hip, only her Mark of the Guard remained uncovered. What everyone gaped at was the fact that Kion's head was resting on Nyota's shoulder, his left foreleg laid near his head while his right foreleg was nestled under Nyota's head.

Timon and Pumbaa burst into a sobbing fit, claiming they were tears of joy that the Guard's wisest would live to see the next sunrise. Jiwe and Safira shared a nuzzle of relief. Simba and Nala did the same. Kiara, Shaba, and the rest of the Guard ran up to the stone bed and all sighed collectively when they saw the steady rise and fall of the female cub's side.

"How long will she be like this?" Fuli asked, looking at Rafiki.

"Nyota's body will need some time to heal." Rafiki answered. "She might be asleep for a day, or two, or more. Only time will tell."

"She'll be okay." Shaba spoke. He brushed his forehead against Nyota's, smiling at her. "Come on guys, we should let her rest."

"Shaba's right." Kiara agreed, standing beside the older cub.

"I'm staying." Kion said firmly, his eyes on his best friend's face.

"Me too." Bunga spoke up. He slid down the side of the stone, his back pressed against. He folded his arms over his chest and got comfortable.

"Me three." Ono added, standing on a section of the stone near the edge but close to Nyota's side. "Nyota would do the same if it were any one of us."

A small smile crossed Fuli's muzzle, "Yeah, Ono's right." The cheetah leaped onto a flat rock slightly adjacent to the stone bed. She curled up and rested her chin on her paws, her eyes on her sleeping friend.

"Right." Beshte grinned. He waded into his pool, staying close to the shore.

Rafiki couldn't help but smile, proud that his little cub had such devoted friends. "Very well, Lion Guard." he bowed his head. "I will be back in the morning. Come, Makini."

Makini, who was gently stroking Nyota's head, gave a nod and followed her mentor. "Good night, Lion Guard." she waved as the two mandrills left the Lair.

Shaba smiled and licked Nyota's cheek, nuzzling her one last time before joining his parents. The family then left and retired to the pride's den for the night.

"Thank you, Nyota." Kiara whispered in the sleeping cub's ear as she tapped her forehead to hers. "See you soon." The princess then looked to her brother. The two royal siblings shared a smile before Kiara joined her parents and they too, retired to Pride Rock.

One by one, each member of the Lion Guard fell asleep, Kion being the last. He laid there, listening to the sound of Nyota's steady breathing. He brushed his chin down her neck, resting his cheek against her shoulder. His eyes slowly closed and before he knew it, Kion was fast asleep, his breathing in sync with Nyota's.

* * *

**Two days later...**

Nyota's nose crinkled and a small, barely audible, moan came from her mouth. Her eyes slowly opened, blinking the sleep away. Her vision steadily came into focus and she saw that she was in the Lair of the Lion Guard. She felt a weight on her shoulder and glanced over to see Kion's head resting on it. Nyota glanced around and saw the other members of the Guard asleep near her; Ono had made a small nest on the rock next to her, Bunga was curled up on the floor, Beshte was in his pool, and Fuli was stretched out on a rock adjacent to her.

Slowly and carefully, Nyota rolled onto her stomach, wincing as she moved her stiff legs. She gently maneuvered Kion's head and laid it down on the space she was just laying. Quietly, Nyota made her way out of the Lair. She stopped by the shore of Beshte's Pool, taking a long drink, feeling like it's been forever since she had water. With one last look at her sleeping friends, Nyota snuck out into the cool pre-dawn air.

Kion stirred awake, moving his head. His eyes snapped open when he realized he was on a bed of leaves and not fur. The prince got to his feet, catching Nyota's scent and quickly ran out of the Lair.

"Nyota?" he breathed, searching for her. Kion tracked her scent and followed it through Usiku Meadow, and he stopped in his tracks when he saw her standing near the watering hole at the base of Pride Rock. He sighed in relief and ran towards her, calling her name.

Nyota's ears twitched when she heard her name, and she glanced over her shoulder to see Kion running towards her. Her eyes instantly lit up and she turned her body around, just as he came to a halt and nuzzled his cheek against hers before draping his head over her neck. Kion inhaled her scent, rubbing his chin down her neck to reassure himself he wasn't dreaming.

The two cubs pulled back and touched their foreheads to one another, their eyes locking. Kion sniffled as he rubbed his mane against her face, "I thought I'd lost you." he muttered. "I was scared-"

Nyota nudged her head under his, sitting down in the grass. "I'm okay, Kion." she reassured, resting her forehead against his shoulder as he sat down. "I'm not going anywhere."

Kion kept his cheek pressed against her temple as he placed his paw over hers. He sighed heavily and breathed in her scent, "I'm glad you're alright." he said softly. "I don't know what I'd do if I lost you."

A smile crossed Nyota's muzzle, "I'll always be here Kion." she promised, pressing her body against his. Both cubs started to purr as they nuzzled eachother, the sun rising in the distance.

* * *

**A/N: And that's part two! Hope ya'll enjoyed this chapter, and that big fluffy moment at the end. What's next for the Lion Guard now that Scar's returned? Keep reading to find out!**

**Next time: **_**Chaos strikes the Pride Lands when the crocodiles are awoken from their dry season slumber. **_

**Now for comments/questions:**

**gwencarson126: **I'm glad you loved the flashback of baby Kion and Nyota. Yes, there will eventually be a sisterly bond between Nyota and Makini. I do agree with you on the "love at first sight" kind of thing, and personally, I'm more a fan of slow burns, because it makes it worth while in the end. There's plenty more fluff to come, trust me. Hope you liked this chapter as well.

**Kagz419: **I know, cliffhanger ending on the last chapter. Yes they are getting more affectionate with one another, and there's more where that came from. Hope you enjoyed this chapter.

**kickykyo: **I said I would include how Kion and Nyota met, and I'm glad you liked it.

**DemonGirl123: **I know last chapter was kind of alot, but I'm glad you enjoyed it, as well as the flashback of Kion and Nyota's first meeting. I figured that line with Rafiki would fit his personality, and I do plan on adding more lion-mandrill family moments in later chapters. I hope you liked this conclusion to the special, and all that fluff in the end. You're the best as always sissy, love ya.

**Fanficteller: **Well, as you can see, Nyota wasn't a damsel in distress after all in this chapter. She did fight off the whole pack of hyenas. More on the mentioned flood will be in a later chapter. Hope you liked this conclusion to The Rise of Scar.

**DVYHCANLHLTPKSKW: **Yes I did, thanks for the suggestions. I still haven't decided if I'll use those music selections or not, but I do appreciate the offer.

**johannvanguard: **Thanks for the continued support, and I'm glad you enjoyed the flashback. However, Nyota was also taken to the Outlands with Kiara, but as you can see, she still came up with a plan to save the future Queen. Hope you liked this chapter too.

**738: **I have yet to come up with a name for the future kingdom, as well as protectors. I would like to hear your idea. I hope you liked this chapter.

**24680: **I will work on an image of Shaba's parents soon. As for their voices, I chose Jason David Frank (Tommy Oliver from the Power Rangers franchise) and Claire Holt (Emma from H2O and Rebekah from The Vampire Diaries/The Originals).

**CalvinFujii: **I might add that scene, wait and see.

**Derick Lindsey: **Well, that was just my own little idea to have Nyota cubnapped with Kiara, as you can tell by this chapter, yes Nya was the tipping point for Kion's dark Roar and Scar's resurrection. I won't spoil any further details on Makini. Adding the position of the Wisest Lioness was my own idea because I think a female could keep the Guard males in line, gotta give ladies some credit here. I've said before I won't add Vitani's Lioness Guard in my story, and the reason for that will be explained towards the end of the series. After all, I do plan on incorporating events of _The Lion King II: Simba's Pride _into my series as well.

**Again ya'll, thanks for the contanst love and the 200+ reviews! You guys rock!**

**XOXO~Cyber**


	7. Let Sleeping Crocs Lie

**Let Sleeping Crocs Lie**

**Song Key**

*** "Words appearing like this indicate Scar's vocals."**

* * *

Another day for the Lion Guard meant another emergency to attend to. This time, it was an antelope stampede. The Guard chased the herd through the plains, trying to get their attention but the antelopes paid no attention.

"That rock slide must'a really spooked 'em." Beshte noted. On his back was Nyota, who was still recovering from her injuries sustained during her fight with the hyena pack a few days earlier. Nyota looked up at her egret friend flying above her, "Ono, can you find somewhere we can contain the herd?" she asked.

"I'll see what I can see." Ono flew ahead and scanned the area, spotting the ideal place where the Guard could contain the sable antelopes. "There's a dead end canyon up ahead to the left." he informed, swooping down to hover near Nyota and Beshte.

"Perfect." the Guard's wisest smiled. "We can guide the herd there and once they're contained, we can calm them down."

Kion, who was keeping pace with Beshte, grinned a wide grin, "Great idea." he praised, looking up at his best friend. "Alright Lion Guard, we're following Nyota's plan. Fuli..." he looked over at the Guard's fastest member, "...you take the lead. Steer the sable antelopes towards the left once they reach the canyon."

"On it!" Fuli nodded. "Huwezi!" She sped ahead of the others, reaching the canyon before the antelope herd, and steered them towards the dead end.

* * *

Once the herd reached the end of the canyon, they skidded to a halt, looking around confused. The Lion Guard ran up to them, calming down the large animals until they stood perfectly still.

"So, everyone's okay now?" Kion questioned, standing in front of the antelopes. There was a few bleats among the herd, which the Guard's leader took as a yes. "Then you're all good to go home, but a little slowly this time, okay?" The prince arched his brow.

The sable antelopes trotted past the Lion Guard, making their way out of the canyon. "See ya, anty-lanty-lopes!" Bunga called after the herd as he waved. The honey badger walked past the cave, which Makuu walked out of. "Oh, hi, Makuu." Bunga said nonchalantly.

"Makuu?" Nyota questioned, jumping from Beshte's back. She winced as she put weight on her left paw, which was wrapped in ivy up to her elbow.

"Makuu?" Kion repeated, facing the crocodile leader. "I thought you'd be sleeping through the dry season with the rest of the crocodiles?"

"Oh, I was." Makuu replied with a low growl. "But then someone drove a herd of antelope right past our sleeping cave!"

Bunga scratched the back of his head, "Hey, I think he might be talking about us." he suggested to the rest of his friends.

"He is." Ono sighed, perched on Nyota's back. "And using this canyon was my idea."

"So it's all your fault then." the Guard's bravest pointed out.

"Bunga." hissed the two female members of the Guard.

"I'm sorry, Makuu." Kion apologized. "I forgot your float was sleeping in that cave."

"We were sleeping." snapped one of Makuu's float members, a slender crocodile with bright green scales. "But now, thanks to the Lion Guard, we're all wide awake. So whaddaya gonna do about it?" He shot a narrowed-eye glare at the golden-furred cub.

Nyota let out a low snarl and ran up to stand beside Kion, ignoring the pain. "Take it easy, Kiburi." she hissed, baring her fangs as her ears flattened against her head.

"Sheesh." Bunga sighed, folding his arms over his chest. "Somebody got up on the wrong side of the cave." he rolled his eyes.

"You can't blame him for bein' upset." Beshte noted. "We did wake 'em up."

Ono nodded in agreement, standing between the hippo and honey badger. "Crocodiles usually spend the whole dry season in deep sleep." he informed. "But once they're awake, they can't go back to their deep sleep." The egret lowered his head.

"It's true." Makuu confirmed. "We crocodiles need a whole lot of water to survive. Since there isn't enough to go around in the dry season, we sleep through it."

Bunga blinked and looked to the Guard's keenest of sight. "Ono, you really messed up..."

"Bunga!" Beshte and Fuli scolded.

Kiburi's eyes landed on the young egret, "If Ono's the reason we're awake, I say we deal with him the crocodile way." he stated with a snap.

"Hapana." Ono gulped.

Nyota leaped over Kiburi and stood protectively over Ono, her fur bristled and body hunched low as she prepared to pounce. "If you want him, you'll have to get through me first, Kiburi." the lioness cub snarled.

Both Kion and Makuu moved to stand in front of their respective group members. Kion looked down at Nyota, who instantly lowered her head in submission. Likewise, Makuu glared at Kiburi. "Control yourself!" the float leader snapped. "I'll handle this."

"Yes...Makuu." Kiburi lowered his head, his eyes still on his float leader

Makuu turned his attention back to Kion. "Now that we're awake, we'll need water for the rest of the dry season." he informed. "Any idea where we'll find it?" The lead crocodile raised his brow.

Kion stood silent for a minute, casting a glance to Nyota. The female cub whispered her idea in his ear and the prince nodded in agreement. "We'll go to my dad." he answered.

"Your dad?" Kiburi scoffed.

"Yeah, my dad." Kion repeated firmly. "He makes sure everyone has enough water in the dry season. He'll take care of you and your float."

"He'd better." the crocodile grumbled, before facing his float, who had all emerged from the cave. "I'm going to speak to King Simba. Stay here until I come back."

"Stay here?" Kiburi repeated. Makuu growled at him in response. "Yeah, okay, Makuu." the bright scaled submitted. "Whatever you say. You're the leader."

"And don't you forget it." Makuu huffed. The float leader turned his back and headed for Pride Rock.

Nyota turned to follow, keeping her left paw off the ground. She let out a light whimper and Kion was instantly at her side. He brushed his nose against her cheek, which made her smile just a little. Kion looked to the Guard's strongest member, who walked over to them. "Beshte, can you carry Nyota back to Pride Rock?" the Guard's leader asked.

"Sure thing." the hippopotamus agreed with wide grin.

"No." the lioness cub rebuked. "I'm fine. I can walk back." Nyota took a step, putting pressure on her wrapped paw. She winced and lifted it off the ground.

"Nyota, don't push yourself." Kion told her, standing at her side. "Rafiki said to take it easy. You're still healing."

"Kion's right, Nya." Beshte agreed. "Besides, I don't mind helpin my friends."

Nyota looked from Beshte back to Kion, and seeing the serious look in his amber-brown eyes, she sighed in defeat. "Fine." Nyota huffed. "But I don't have to like it."

"Wouldn't expect ya to." Kion chuckled.

Beshte laid down on the ground and Nyota tried to climb onto his back. She winced when her left side stretched as she tried to pull herself up, and Kion ran to stand under her and helped push her up onto the hippo's back. The two cubs shared a smile as Beshte got back to his feet, and they all made their way to Pride Rock.

* * *

Unknown to the Guard, a pair of skinks, one with red scales and the other with orange and blue scales, were observing them. They watched as the rest of Makuu's float left the canyon a minute or so after their leader left with the Lion Guard.

"Crocs on the rampage." the red-scaled skink snickered, turning to her orange-scaled companion. "Ushari will want to hear about this...and so will Scar."

The two small reptiles skittered away towards the Outlands Volcano.

* * *

As King Simba and Makuu spoke, Kion and Nyota sat and listened in while the rest of the Guard sat near the pride's den, waiting patiently. "They sure have been talking awhile." Beshte noted.

"You think they're talking about me?" Ono questioned with a gulp.

Fuli glanced down at the frightened egret, "I'm pretty sure they're more worried about where the crocs are gonna live for the rest of the dry season." she rebuffed.

Nyota sat with Kion, tapping her tail as she waited. She listened carefully to Simba and Makuu, trying to come up with a peaceful solution to the problem at hand. Kion looked over at her and lightly nudged her shoulder. "Yeah?" she asked in a low voice, meeting the prince's eyes.

"You were just kinda staring into the sky there, you think of something?" Kion questioned, his eyes never leaving hers.

The cream-furred cub nodded, "Yeah, actually, I think I do." she answered. Nyota looked over her shoulder, "Ono." she motioned for her egret friend to join her and the Guard's leader. Ono gulped and flew over, landing between the two cubs. "Don't worry Ono." Nyota assured with a wink, "I've got a plan."

Kion stepped forward, getting his father's attention. "Dad, Nyota's thought of something." Both the Prince and King looked to the wisest member of the Lion Guard.

Nyota stepped up beside Kion, with Ono hiding behind her bandaged foreleg. "What if Ono looks out over the Pride Lands to see which watering hole is least crowded?" she proposed. "Then maybe that one can go to the crocodiles."

A smile crossed Simba's muzzle, and it wasn't just because he agreed with the young female's proposition, but also the way his son was looking at her as she explained it. "An excellent idea, Nyota." the King praised, glancing to the Guard's youngest member. "Ono?"

"Yes, Your Majesty!" the egret exclaimed. "It'd be my pleasure." Ono took off the next second.

Simba returned his attention to the crocodile leader, "I'm sure we can find a place for your float, Makuu." he reassured.

"Thank you, Your Majesty." Makuu replied with a dip of his snout. "I want to settle this peacefully."

Nyota and Kion exchanged a glance, a little surprised to hear that come from the crocodile, and happy to see he's matured as a leader. Ono came swooping back to Pride Rock, landing between the crocodile leader and three lions. "The crocodiles are everywhere." he alerted. "They've moved in to watering holes all over the Pride Lands."

"Crocodiles?" Makuu repeated with slightly widened eyes.

"Makuu." Simba spoke sternly, his eyes narrowed. "I thought you said you wanted to settle this peacefully."

"I do." Makuu replied. "Whoever is doing this, they're defying a direct order. We'll have to finish this later. I need to deal with my float." He turned to leave Pride Rock, but was sropped by Simba's plea.

"We are very close to a solution." the King reminded. "Let the Lion Guard handle this."

Makuu let out a groan, but agreed to allow the Lion Guard to deal with the rest of his float while he stayed back with Simba. Kion turned to Nyota, "You sure you can handle this?" he asked, glancing to her bandaged leg before meeting her eyes.

"Yes." Nyota answered, getting to her feet. She nuzzled her head against his jawline, making the golden-furred prince smile as well. "Let's go round up some crocs." the lioness giggled.

The Lion Guard grouped together at the base of Pride Rock, agreeing to split up to gather the remaining crocodiles. "Till the Pride Lands end...Lion Guard defend!"

* * *

Nyota caught the sounds of frightened bleats coming from the nearby riverbank and headed towards them. "This is our watering hole now!" she heard Kiburi growl, and her eyes narrowed as she ran faster. "We say when you can drink! And if you don't listen...lemme show you what'll happen."

Nyota stopped on the ridge, just in time to see Kiburi snap at a baby impala. "Stop right there, Kiburi!" the cream-furred cub snarled. "This watering hole is not your place! Leave the impalas alone!"

Kiburi glared at the lone Guard member, "It's our watering hole now, cub!" he growled. "And I'm gonna teach 'em who's boss."

The bright-scaled crocodile went after the baby impala, but before he could attack it, Nyota pounced on him, digging her claws into his back.

"Fine." Kiburi hissed, bucking the cub off his back. When she landed in the water, he slammed his tail into her left side, sending her into a medium-sized boulder. "I'll teach you instead."

Nyota struggled to get to her feet, her left side burning where Kiburi's tail had struck her. She didn't even notice the crocodile advancing on her until his shadow loomed over her. She looked up and her eyes widened in fear as her ears fell flat against her head.

"Get away from her, Kiburi!" Kion snarled, leaping in between them and standing protectively in front of Nyota.

Before Kiburi and Kion could attack eachother, Makuu halted them by yelling his float member's name. "What are you doing?" the lead crocodile demanded.

"What you should have told us to do!" Kiburi yelled back, turning so his whole body faced Makuu. "I'm takin' the water we need!"

"Against my orders." Makuu snapped. "You knew I was talking to King Simba to get help."

"Yes." agreed the King, who stood beside Makuu. "And together we have found a watering hole that you can have for your own." Simba looked down to the two Guard members, "Kion, will you and the Lion Guard escort Makuu and the crocodiles to their dry season home?"

"Sure, Dad." Kion agreed with a nod.

Nyota stood shakily at Kion's right, "Yes, Your Majesty." she bowed her head.

She moved forward and winced, letting out a small hiss of pain. "You okay?" Kion asked, his shoulder brushing against hers.

Nyota took a few deep breathes, until the pain subsided. "Yeah, fine." she answered. Kion's ears fell to the sides of his head as he brushed his nose against Nyota's cheek. The female cub sighed and turned her head towards his, their foreheads touching.

* * *

The Lion Guard stood a few feet away from the new watering hole for the crocodiles. "See, Ono? Now the crocs have their own watering hole." Beshte noted with a smile. "Everything's gonna be fine."

Ono sighed in relief, "Maybe my mistake wasn't such a disaster after all."

"This is a disaster!" Kiburi huffed, turning around to face the Guard.

"I know it's crowded, Kiburi, but it really is a good spot." Beshte said in a calm voice, taking a few steps forward to stand next to the two lion cubs.

Kion stepped forward, standing tall against the croc. "My dad says there's enough water and fish to last you the whole dry season."

"Oh, really?" Kiburi scoffed, raising his eyebrow. "Your dad says so?"

"Hey!" Nyota snarled, standing tall beside Kion, keeping her left paw off the ground. "His dad is your King." she reminded. "Show some respect for the Royal Family."

"And besides...there's tons of water." Bunga spoke up. "I'll show ya." He took off running and jumped into the lake, shouting "Zuka zama!" He groaned once he landed on the back of one of the crocodiles in the middle of the lake.

"At least you get to be close to all your friends." Beshte grinned, trying to lighten the mood.

"Yeah." Bunga agreed, running across the backs for the crocodiles to get back to the shore. "I didn't even get my feet wet."

Kiburi narrowed his eyes, "What kind of watering hole is this?" he questioned his float leader.

Makuu kept his head up against the clear insubordination of Kiburi, "I know it's not perfect, but it's the best way to get our float through the dry season." he informed. "It's a compromise."

"Since when is compromising the crocodile way?" Kiburi huffed.

"Kiburi..." Makuu growled, but remained in control. "...the dry season is dry. There's not much water anywhere in the Pride Lands. This is our share."

Kiburi let out another huff and turned his back on Makuu, "We deserve better." he grumbled just loud enough for the float to hear.

"Well then, if you don't like it, then you can try your luck in the Outlands." Makuu threatened with a growl.

"Or..." Kiburi rebuffed, turning to face Makuu "I can call for a Mashindano."

"A Mashindano?" Kion repeated.

"Again?" Nyota rolled her eyes.

Makuu stepped forward, meeting Kiburi's glare with his own. "So now you want to fight me for leadership of the crocodiles, huh?" he raised his eyebrow.

"It's the crocodile way." Kiburi reminded, not backing down.

A smirk crossed Makuu's snout, "Then I accept." he replied. "Lake Matope at sunset."

"Let's see if you still know how to fight." Kiburi taunted, walking off with a few more float members who thought the same way he did.

* * *

While waiting for sunset, the Lion Guard retired to their Lair. Nyota laid on the flat stone bed near Beshte's Pool as Makini changed the bandage on her leg.

Fuli ceased her grooming to ask the question she knew the rest of her friends were thinking, "You think Kiburi can win the Mashindano?"

"I hope not." Beshte replied, wading in his pool.

"Yeah." Kion agreed, laying next to Nyota. "Makuu's become a good leader."

Nyota winced as Makini tightened the ivy around her leg, before moving to add some sap to the wound on her shoulder. "I can't believe I'm saying this but, I hope Makuu wins this Mashindano." she stated, moving to a sitting position.

"Well, I'm interested to see what this Mashindano is all about." Makini spoke up, grabbing her bakora staff.

"It's nothing special really." Ono informed. "Just two crocodiles fighting for leadership until one surrenders."

"It's almost sunset." Bunga noted. "Should we start heading to Lake Matope?"

"Yeah." Kion nodded, jumping off the stone bed. "Let's get going." He moved to the side so Nyota could get down, the pair making their way out of the Lair with the rest of the Guard and Makini following close behind.

* * *

Various animals surrounded Lake Matope, chanting "Ma-shin-da-no" in unison, waiting for the challenge to begin. The Royal Family stood together, with the King and Queen side-by-side in the middle. Kiara stood next to her father, with Shaba, Zuri, and Tiifu on her other side, and Jiwe and Safira sitting behind them. Kion stood next to his mother, with Nyota at his right and the rest of the Guard beside her. Rafiki and Makini stood behind the Lion Guard.

Makuu and Kiburi stood on opposite sides of the makeshift arena, created by the cricle of animals. The two crocodiles circled eachother, their eyes set in a glare. Nyota leaned closer to Kion, "If Kiburi loses, think Makuu would let me eat him?" she asked in a whisper. Kion blinked and met her eyes, his brow arched slightly and barely an inch between their noses. "What?" the lioness cub blinked, "It's a valid question."

Their attention was brought back to the Mashindano when they heard a grunt as the two crocodiles lunged at eachother. That's all everyone was focusing on now, watching as the two crocodiles foight eachother. "Crocodile violence." Ono scoffed with a roll of his eyes. "I don't want to watch this." He took off from Beshte's back and caught sight of Tamka sneaking through the crowd. "Wait a tick..." the egret scanned the crowd and saw two more crocodiles sneaking off as well.

The Guard's keenest of sight swooped down and landed on Kion's back, catching his breath. His panting caught the attention of both lion cubs. "I just saw three crocodiles leaving the Mashindano." he informed in a voice low enough for only the cubs to hear.

Kion's brow arched, "Three crocodiles?" he repeated.

"That's weird." Nyota muttered, glancing between Ono and Kion. "Nothing's more important to the crocodiles than the Mashindano."

"You're right Nyota." Kion agreed, looking from his best friend to the bird on his back, "Keep an eye on the crcos, Ono. Find out what they're up to."

"Affirmative." Ono nodded before taking off.

"Fuli, Beshte, Bunga." Kion whispered, getting the rest of his Guard's attention.

"What's the kerbubble, Kion?" Beshte questioned, looking to the Guard's leader.

The Guard huddled close together so other animals wouldn't overhear them. "Something's up with the crocs, but I'm not sure what."

"We'll need to be careful." Nyota added. "We don't want to scare everyone else here and start a stampede."

* * *

The Guard quietly snuck away from the Mashindano, regrouping behind the animal crowd. Ono caught sight of the three crocodiles grouping together a few yards behind King Simba. "Hapana." Ono gasped, realizing their plan. The egret flew back to his friends, "I've figured it out." he informed, hovering in front of the Guard. "The crocs, they're sneaking up on King Simba. I think they're going to attack him."

"Hevi kabisa." Kion gasped.

"Of course." Nyota realized. "They're using the Mashindano as a distraction."

"What do we do?" Fuli asked.

"From what I saw, they're moving to ambush him from behind." Ono added.

"Then we'll go around the crowd and head 'em off." Nyota suggested.

A smile crossed Kion's muzzle and he nodded in agreement with his best friend, "Alright. Let's go."

Three more crocodiles had snuck away from the Mashindano and joined up with the trio sneaking up on the King. The six reptiles managed to take a few steps before being tackled by the Guard's strongest member, and sent rolling a few feet.

"If you're smart, you'll stop right now." the Guard's fiercest warned.

"Well, we're not smart." replied the smallest crocodile of the group.

"So get out of our way." snarled a muscular looking crocodile with medium green scales.

The six reptiles went on the attack, which was met by a member of the Lion Guard. Ono flew over two muscular looking crocodiles, distracting them so Beshte and Nyota could get the jump on them. Once the egret was out of the way, the two Guard members knocked the crocs into one another, Beshte using his snout and Nyota her hind legs. Fuli pounced on a slender crocodile with swamp green scales, while Bunga jumped on the smallest crocodile, Nduli. Kion growled as he tackled the crocodile Tamka, pinning him on his back.

Simba's ears twitched as he heard the sounds of the scuffle going on behind him and left to investigate. "Kion?" he questioned, seeing his youngest cub snarling at Tamka, who was flat on his back. The lion prince looked up at the sound of his father's voice saying his name. "What is going on here?" Simba raised his brow.

"Nothing now, Dad." Kion answered, casting a glance back to his Guard. Beshte stood on the tails of the two muscular crocodiles, while Nyota just sat on the head of one, with Ono on her un-bandaged shoulder. Fuli stood on the slender crocodile she pounced on, and Bunga stood on Nduli's back with his arms folded over his chest.

Seeing the Guard subduing the five crocodiles, Simba understood what was going on. "They were trying to ambush me." he stated.

"Using the Mashindano for cover." Kion added, digging his claws into the underside of Tamka's neck.

"But Ono saw it coming." Nyota informed, glancing to the egret perched on her shoulder.

Simba stepped forward, getting a closer look at the crocodiles. "I know these crocodiles, they wouldn't have come up with this themselves." he noted.

* * *

Makuu tackled Kiburi, pinning him down and twisting one of his legs back behind him. "What's the matter, Kiburi?" the float leader taunted. "Can't move?"

Kiburi strained against Makuu, glancing out among the crowd and noticed that Simba was gone. "Fine." the bright-scaled crocodile muttered, tapping out of the fight. The rest of the float chanted Makuu's name. "Ha! This Mashindano means nothing." Kiburi scoffed, facing the rest of the float. "While you were all watching us fight, my loyal crocodiles took down King Simba!" a gasp wchoed through the crowd. "And with the Lion King gone, all of you answer to us crocodiles!"

"Oh really." came the voice of King Simba, who emerged from the crowd. "Is that how it works?"

Kiburi's eyes widened in shock, seeing the King alive and standing before him. "But..." he stammered. "...how..."

"The Lion Guard." Kion cut off, standing beside his father. "That's how." The rest of the Guard stepped up beside Kion.

Makuu walked up to Simba, "Your Majesty. I assure you, I had no knowledge of this scheme." he defended.

Simba nodded his head in understanding, "This was all Kiburi's plan." he informed. "But since you are the crocodile leader, I shall defer his punishment to you."

"Kiburi lost the Mashindano." Makuu stated firmly. "He and his followers are no longer welcome in my float. Do with him what you see fit."

Simba bowed his head, "Very well..." he padded past Makuu and glared down at the traitorous crocodile. "Kiburi...you and your followers are banished from the Pride Lands." he decreed. "Leave now, and never come back."

"But..." Kiburi began to say, but was cut off by the King repeating himself, his glare hardening. "Fine." the crocodile huffed, turning around and walking away. "But you haven't heard the last of me!" Kiburi called over his shoulder as he and his followers headed for the border to the Outlands.

* * *

King Simba and the Lion Guard escorted Makuu and his remaining float members back to their new watering hole. Ono took a deep breath and walked up to the crocodile leader, "Excuse me...Makuu?" the young egret muttered.

Makuu looked down at the bird, "Yes?" he questioned, arching his eyebrow.

Ono gulped as the crocodile's eyes met his own. "Um...about you and your floatt being awake for the dry season..." he stuttered. "...well, uh...as I'm sure you know...it's...it's all my fault...and I just wanted to say...I'm sorry." the apology came out in a highter-pitched, almost squeaky voice.

Makuu tipped his snout, "I see." he said. "Well then, as leader of the crocodiles, I need to make an example of you." He lowered his snout closer to Ono, who let out a whimper and squeezed his eyes shut, waiting to be eaten. "I forgive ya."

Ono's eyes widened, "Huh?" he managed to squawk out.

"You heard me." Makuu called over his shoulder as he waded into the watering hole.

Seeing the still-shocked look in the egret's eyes, Nyota lightly nudged his wing with her nose, "Kion told Makuu how your keen sight foiled Kiburi's plan." she informed, a smile crossing her muzzle.

"We all make mistakes, Ono." the king chuckled. "But you also proved yourself invaluable today." He tipped his head, "Thank you." Simba gave the young bird a smile before looking to the crocodile leader. "So, Makuu, is this the new crocodile way?"

Makuu, who was now in the center of the watering hole, gave a slight nod, "Perhaps it is, Simba." he agreed. "Perhaps it is."

A smile crossed Kion's muzzle, "If you ask me..." he shared a glance with Nyota, "...it's a crocodile way I could get used to."

"You said it." Nyota agreed, tapping her shoulder to his.

Ono took off from the ground and landed on Nyota's back, "Affirmative." he nodded.

* * *

It was a little past sunset when the Lion Guard retired to their Lair. Since Nyota's injuries were still healing, Rafiki suggested she sleep in Pride Rock or the Lair until he determined she was healed enough to climb the Baobab Tree they lived in.

Each member of the Guard found their spot to rest for the night; Beshte laid in his pool, Fuli curled up on a flat rock nearest to the Lair's entrance, Bunga laid flat on his back on a large stone near the pool, and Ono nestled himself in his nest on the highest ledge overlooking the others. Nyota laid on the stone bed, and Kion climbed up and laid down behind her.

Mindful of her injured leg, Kion gently nudged his leg under Nyota's head and rested his other on her back, before laying his chin on the juncture between her neck and shoulder. Nyota opened her right eye and smiled at her best friend, "Good night, Kion." she whispered.

Kion returned the smile, turning his head to rest his cheek against her shoulder. "Sweet dreams, Nyota." he whispered back. The two cubs closed their eyes, taking a deep breath and exhaling in unison, before beginning to purr as they drifted off into a deep sleep.

* * *

Meanwhile, in the Outlands...

Ushari slithered into the caldera, with Kiburi and his new float behind him. "So what's this great thing I'm supposed to see?" Kiburi questioned, growing impatient with the cobra's secrecy. "A volcano?"

A low roar echoed throughout the volcano as a spurt of lava shot upwards, forming the head of a lion. "I am much more than a volcano." Scar chuckled, his glowing yellow eye-sockets narrowed.

The eyes of the crocodiles widened in absolute shock, "Wha...what?" the new float leader stammered out.

"Welcome to the Outlands, Kiburi." Scar welcomed with a bellowing laugh.

Janja cackled as he, Cheezi, and Chungu walked out onto a higher ledge. "Yeah. Welcome!" repeated the hyena leader.

"What's going on here?" Kiburi demanded, glaring at Ushari.

"Don't worry, Kiburi..." Scar assured, calmly. "...we're all friends here. I have plans for you and your crocodiles. Big plans." The fiery lion laughed manically as an ominous beat filled the air.

**"They thought I was defeated, but very soon will see.**

**The shock as I rise from the flames so triumphantly.**

**I never thought I'd have this chance. **

**Oh, how long it's been.**

**A second opportunity and this time I'll win...**

**...For I have a plan."**

Scar's spirit looked out at Pride Rock in the distance as he sang. Janja and his two subordinates joined Kiburi and his float, and Ushari, all eager to know about the fiery lions plan.

"Enlighten us now." Ushari spoke.

"We wanna know how." Janja followed.

**"Follow my lead, that's all you need.**

**Yes, I have a plan.**

**We'll gather every animal in the Outlands.**

**We'll unify them all under my lead.**

**And once our league is assembled...**

**...we will be victorious.**

**It will be glorious!**

**All the Pride Land's lush terrain...**

**...Will again be my domain.**

**For I have a plan."**

Scar envisioned the Pride Lands becoming consumed by fire as his army of Outlanders attacked.

"We know it's true." Ushari grinned, evily.

"That's what we'll do." Janja agreed, baring his fangs.

**"Follow my lead, that's all you need**

**I have a plan.**

**Yes, I have a plan."**

"We love your scheme." praised the cobra.

"And lots of steam." coughed the hyena leader.

**"Follow my lead, that's all you need...**

**Yes, I have a plan."**

"So, when will we put this plan of yours into action?" Kiburi asked.

Scar chuckled, coldly. "All in time, my new friends." he answered, narrowing his eyes into a sneering look. "All in good time."

* * *

**A/N: Well, there's the next chapter! Updates are going to be a little later until after Christmas, because I'm also working on another short-series. I hope ya'll enjoyed this next chapter, looking forward to what you thought.**

**Next time: **_**Two members of the Guard get separated from the others and run into trouble in the Outlands.**_

**Now for comments/questions:**

**KDBloomfield: **I'm glad you liked the chapter and I agree that the animated film's soundtrack seemed like fitting accompaniment to a few scenes.

**grapejuice101: **Thank you so much!

**jdkeller2000: **Actually, I will include the season three episodes after "Battle for the Pride Lands", I'll just be changing the timelines a little bit. You'll just have to wait and see.

**Kagz419: **Of course Nyota was going to be okay, she's the main character of this series after all.

**Star-The-Writer: **It was definitely a suspenseful chapter, but everything was alright in the end. I'm glad you liked it.

**Fanficteller: **I believe I mentioned earlier that this series might be a tad darker than the cannon material, and I'm glad ya'll seem to like that. Kion needed something drastic to push him to roar with anger, and seeing his best friend beaten and bloody did the trick. Scar is a cunning and smart lion, so he'll quickly pick up on Kion and Nyota's closeness. Wait and see.

**Estella prime: **I'm sorry, but I don't understand your language. Please try to review in English and I'll answer any questions you have.

**Derick Lindsey: **Well, since it was a two parter, I wanted to upload both parts close together, since the previous one ended on a cliffhanger. I'll do that again with chapters 15 & 16. As you saw in this chapter, Nyota is still healing from her injuries, she's just taking things easy (or trying to anyway), but she'll be back to 100% in a chapter or two. I did say this series will be a tad darker than the cannon (at least this season will be, with Scar and all). Anyway, I hope you enjoyed this chapter as well.

**BIGTLKSWFAN: **Well, first of all, thank you for giving this story a chance. Second, I'm honored that you like my Kion/Nyota ship, guess it means I'm doing something right with their interactions. As for Rani, I do like her character, and when I (eventually) get to the season three storylines, I have a love interest plot in mind for her and another original character I created who's also a member of the Night Pride. I hope you'll continue with this story and look forward to reading your thoughts on Kion and Nyota's growing relationship.

**DemonGirl123: **Again sissy, I love you to pieces! I'm glad you enjoyed Nyota's sassy moments as well as her protective moments. After all, Nyota is a loyal Pride Lander and Kiara is the future Queen (and of course her best friend's sister). I wanted to showcase Nyota's fiercer side and her selfless side (when she was injured and asked if Kiara and the rest of the Guard were okay), also I'm glad the fight scene turned out the way it did. And of course, the Nyon scenes were ones I've been waiting to share since I started this series. Just another step in them growing from friends to something more. Thank you so much for your support, I love you!

**johannvanguard: **I'm glad you liked my original twists to the original episode plot. I wanted to show a fiercer side to Nyota, and show that this series will be a tad darker than the original cannon. Hope you enjoyed this chapter.

**SDTHBC: **I actually believe that Scar was too obsessed with hatred towards Mufasa and his lust for power to be King, that he didn't have the capacity to truly love anyone else. So no, Scar was not in love with the Wisest of his Guard. A little more information on his Guard will be mentioned in a later chapter.

**kickykyo: **Yep, Nyota is selfless like that. And yes, I do plan on writing out the Guard's journey to the Tree of Life before the events of _Simba's Pride_. I might add a slight growth to Kion's mane between the Tree of Life journey and the final battle in _Simba's Pride_. We'll see.

**1234567890: **Sort of. She doesn't call them Mom and Dad or anything, but she does admire them and such.

**Shane Hedin: **Answering as best I can in order. 1) I don't believe so. 2) No, Zira and her pride won't be in this season. 3) It depends on the storyline. I might add a bit more on the villains. I'm not sure yet. 4) I might show how Kiji and the Jackals joined the army, or at least being approached to join. 5) I don't think so. 6) I already have voice actors picked out for Nyota's birth parents; Johnny Yong Bosch and Nakia Burisse.

**Circle of Life: **Always nice to see a new username in the reviews. I do agree that Kiburi was the least interesting villain in The Lion Guard. Sadly no, Zira and her pride won't be in this season.


	8. Swept Away

**Swept Away**

* * *

**Song Key:**

*** "Words appearing like this indicate Beshte's vocals."**

*** **_**"Words appearing like this indicate Beshte/Nyota vocals."**_

* * *

Ono led the Lion Guard to the riverbank near the Outlands border, having spotted a herd stuck there during his morning flight. The Guard stopped at the edge of the riverbed and blinked in surprise.

"Leave it to zebras to get themselves stuck." Fuli sighed with a roll of her emerald colored eyes.

"I hear ya, sister." Nyota agreed, sharing a glance with the cheetah.

Kion sighed heavily, "Come on, Lion Guard, let's get them out." he ordered, jumping into the dry riverbed, his team following. "Nyota?" Kion questioned, glancing to the Guard's wisest member.

Nyota looked at the trapped herd, pawing at the ground near Thurston's hooves. "It's not gonna be easy, Kion." she admitted, taking a few steps back. "They're pretty stuck. And the ground's dry so it'll be hard to dig 'em out."

"Well then." huffed Thurston. "If that's the case, then I'm afraid we have no other choice." he took a deep breath, "Panic and..."

"Stop!" Ono cut off, flying in front of the zebra leader. "You can't run!"

The zebra herd strained as they tried to free themselves from the riverbed. Thurston sighed, "Well, we can still panic."

"You don't need to panic." Kion informed, sharing a glance with Nyota. "We just have to figure out how to get you unstuck."

The zebra leader looked down at his hooves, "I simply don't understand, there used to be a river here." he remembered. "But now everything is so dry."

The Guard's wisest member rolled her eyes, "That's because it's the dry season." she reminded, dryly.

Thurston nodded, "The dry season. I see. But where'd all the water go?" he arched his eyebrow.

Fuli sighed heavily, "Maybe it panicked and ran." she said, sarcastically. Nyota lightly giggled at the cheetah's comment.

"You know what we could really use?" Bunga piped up, sliding between the two lion cubs. "Some rain." He looked up at the clouds.

"Oh yes." Thurston agreed. "Capital idea."

Nyota and Fuli exchanged a slightly annoyed glance. "Did anyone listen to us?" Fuli asked.

"Thurston never listens to us." Nyota pointed out.

Beshte looked to each of the zebra's, "This mud's gettin' drier by the second." he told the rest of the Guard. "If it dries up completely, we'll never get all these zebras out."

"Well, the ground's too dry for us to dig them out." Nyota stated.

Kion looked from the trapped herd to the sky, "Actually...all we need is one dark cloud." he informed.

"You mean like that one?" Ono pointed to singular dark cloud with his wing.

Nyota's brow arched slightly, "What are you thinking Kion?" she asked, blinking her stormy-blue eyes.

The golden-furred prince met her eyes, "I'm thinking Bunga's right." he answered. "We need it to rain."

"Okay..." Fuli drew out. "...where are we gonna get rain from?"

"The Roar." Kion replied. "It's made it rain before." He looked to Nyota, who nodded her head.

"Really?" Bunga asked, his eyes wide as he looked between his two lion friends. "The Roar can make it rain?"

"Yeah, it can." Nyota confirmed.

Bunga clenched his paws into fists and jumped into the air. "This I gotta see! Do it Kion!" he cheered, chanting, "Do it!" over and over again as the Guard's leader ran to the other side of the riverbed.

Kion looked over his shoulder, "Everyone prepare to get wet." he warned, turning towards the cloud and unleashing his Roar.

The sky darkened as thunder rumbled and lightning crashed, rain soon pouring from the clouds. In no time, everyone was soaked. Bunga's eyes remained wide, "Un-Bunga-lievable." he sighed.

"Ugh." Fuli groaned.

Nyota looked up at the zebra leader, "Okay, now try to see if you can get free." she told him

Thurston nodded and moved his hooves, with a few grunts he freed himself from the mud. "Huzzah!" he cheered, kicking his hooves happily.

Beshte looked to the Guard's leader, "Nice job on the rain Kion." he complimented.

"Thanks Beshte." the lion prince grinned.

"Now if only there was a Roar to make it stop." Fuli shivered with a roll of her eyes.

A large clasp of thunder sounded, scaring Ono, who frantically flew towards Nyota and landed on her back with a shudder. The lioness chuckled at the frightened egret.

"Poa." the Guard's strongest sighed. "The ground is really thirsty."

"The ground might be thirsty Beshte, but it's so dry it can't absorb all this water." Ono pointed out. "And there's nowhere for it to go."

Just as he said that, Nyota's ear twitched as she heard a rumbling in the distance. She turned her head in the direction of the nearby canyon, "I'm afraid you're wrong about that Ono." she corrected the keenest of sight. "Look."

Ono followed the female cub's line of sight, and his eyes widened. "Hapana." he whimpered.

Nyota turned her attention to Kion, "We gotta get these zebra to safety!" the Guard's fiercest ordered his team. He gave his best friend a nod to explain the plan. " Fuli, you and Bunga round up the zebras. Beshte..." she looked from the cheetah to the hippo, "...see if you can block the water while Kion and I work to free the rest of the herd."

The Guard members nodded and split up to ger started on thier tasks. Kion and Nyota worked to nudge the remaining zebras free, while Bunga and Fuli helped them out of the river. A pair of zebras let out terrified whines as the water quickly rose. "I'll help them, you help Fuli and Bunga." Nyota called out to Kion.

"Okay, be careful." Kion nodded and leaped out of the river.

Beshte was struggling to hold the wave back while Nyota dove under the water's surface to help free the last two zebras. One of them yanked their hoof out and hit Nyota's left foreleg, making the lioness wince as she came up for air. She swam aside, letting the zebras jump to safety while she licked her injured leg.

Soon the water became too much for Beshte and he lost his footing and was swept down river. Nyota heard his screams and when she turned towards them, her eyes widened as Beshte crashed into her. Now both of them were being swept down river.

When the riverbed narrowed, a wave washed over the pair and submerged them. The current kicked Nyota off Beshte's back, and due to her injured leg, she was struggling to get to the surface. The Guard's strongest member swam under the wisest and resurfaced for air, the lioness safely on his back.

The water slowed down and washed the two animals ashore. Beshte moved to a sitting position, which allowed Nyota to slide off his back. "That was the craziest water slide ever." the hippo grinned, his ears wiggling. "Right guys?" he looked around for the rest of his friends.

Nyota shook out her fur and looked around their surroundings. "Oh, hevi kabisa." she sighed, lowering her muzzle and flattening her ears. "We're in the Outlands."

Beshte got to his feet, "We'd better get back to the Pride Lands and make sure everyone else is okay." he voted.

"Yeah." Nyota agreed, following Beshte. She took a few steps before wincing and started to limp.

* * *

Once Thurston and his herd were together on dry land, Kion faced them. "Anybody hurt?" he asked.

One zebra shook his head. "Nope." he answered.

"We're okay." another female added.

Ono flew up eye-level with the herd leader, "See, you didn't have to panic and run." he pointed out with a soft smile.

Thurston nodded firmly, "You're right." he agreed with the egret, then turned to his herd. "Zebras remember that for next time. Panicking was enough." He turned his snout upwards and trotted off with the rest of his herd in tow.

"That was un-Bunga-lievable Kion!" Bunga exclaimed, jumping into the air. "The Roar made it rain."

"Yeah..." Kion replied, glancing up at the sky, "...but it was a lot more rain than I was expecting." He glanced to his right, and realized no one was standing there. Kion looked around and noticed that two members of the Guard were missing. "Nyota? Beshte?"

"Hey Big B? Nya?" Bunga called out. "Where you guys hiding?"

Fuli glanced from Bunga to Kion as they approached the edge of the riverbed. "How'd we manage to lose a hippo and lioness?" she asked with a raised brow.

"All that water." the Guard's fiercest answered. "It must've swept them away." He lowered his muzzle.

"Not possible." Bunga rebuffed. "Nya's an excellent swimmer and Beshte's well...Big B!"

"Then again..." Ono looked down into the riverbed then back to his friends, "...that was an awful lot of water. And it was moving awfully fast."

"Hevi Kabisa." Kion sighed as he shook his head. "I should have thought of that before I used the Roar." His ears fell flat against his head as he looked down at his paws.

"But you saved the zebras." the Guard's bravest reminded, patting the prince's shoulder.

Kion sighed, "I just hope Nyota and Beshte are okay." he muttered. The golden-furred cub looked to the egret beside him, "Ono take a look and see if you can spot them?" he questioned.

"Affirmative!" the keenest of sight saluted, taking off.

"Don't worry Kion." Fuli assured, nudging the prince's shoulder with her own. "I'm sure Nyota and Beshte are fine." She smiled as her tail swished behind her.

* * *

The mid-afternoon sun beat down over the two Guard members as they treked through the Outlands heading towards the Pride Lands. As she padded through the riverbed, limping every few steps, Nyota's mind began to wander to Kion and the rest of the Guard. She didn't even realize that she had fallen behind until she head Beshte call back to her, "Nya, are you alright?"

"Huh?" the lioness muttered, noticing the distance between them. She quickly ran up to Behste's side, groaning as she flexed her left paw, protracting then retracting her claws. "Yeah, I'm fine."

"Is your leg bothering you again?" Beshte asked. "Because I can carry-"

"No, it's fine Beshte." Nyota cut off. "One of the zebras I helped kicked it with her hoof, but it's fine. I can walk." she gave her hippo friend a smile and they continued to walk down the riverbed.

"Well, something's on your mind." the hippo noted. "What's goin on?"

Nyota sat down, "It's Kion." she answered with a sigh. Beshte quirked his brow. "He's probably feeling so guilty right now, blaming himself for you and me ending up in the Outlands."

"But why?" Behste blinked in confusion.

"Because his Roar made it rain, which caused the river to flood and sweep us downstream into the Outlands." the lioness cub elaborated. "That's one thing he fears the most is hurting one of us with his Roar or something happening to one of us because of it."

"Really?" Beshte's eyes widened. "I never would've guess. Kion's always been so confident."

Nyota nodded, "Yeah, I know." she muttered, the pair continuing down the riverbed. "Kion carries so much on his shoulders. I just wish he could see what I see. What we all see." Nyota looked down at her paws, "I just hope he's not being to hard on himself for what happened."

Beshte moved to put himself between Nyota and sun, keeping her cool in his shadow. "You really do care about Kion, don't you." the hippo noted as they walked.

"Well, yeah." the lioness replied, glancing up at her friend. "He's my best friend. I've known him my whole life. And I can see that he can be a greater leader than he is now...if only he'd belive it too." she added in a lower voice.

"Well then, let's hurry up and get back to the Pride Lands before our friends get really worried." Beshte voted. Nyota gave a nod in agreement and kept pace with him, although she was still limping every few steps.

As they continued their walk, Nyota saw that Beshte's skin had a small red tint to it, and she could see the tiredness reflected in his eyes. "Beshte, you're not looking so good." she noted as she limped in-step with his walking.

"It's just gotten really hot." the hippo breathed out, his pace slowing down.

Nyota stopped in her tracks, which made Beshte do the same. "We need to find some shade for you, Beshte." she advised. "If we go any further, you'll get sunburned."

"But we agreed that we needed to get home as fast as we could." Beshte reminded.

"Yeah..." she agreed, running ahead and stopping in front of him. "...but still, if you don't rest soon, things could get worse. Not to mention, if any hyenas or jackals show up..." Nyota ran up a small path leading out of the riverbed, scanning for any large rock structures Beshte could rest under for a minute or two.

"Take it easy Nya." Beshte told her, smiling widely. "You gotta look on the bright side."

"Bright side?" Nyota repeated. "Beshte, we're lost, in the Outlands. You're starting to get sunburned and I have a sprained paw." She lifted her left-foreleg for emphasis. "Where is the bright side here?" she arched her eyebrow.

"Ha-ha." Beshte giggled. As he walked, he started to dance as an upbeat musical tune filled the air around them. Nyota kept up pace, her eyes on the dancing hippo.

**"Poa. That sun is hot.**

**Gotta keep moving, long way to walk**

**Can't see shelter, we've looked a lot **

**No time to waste, no place to stop.**

**One thing, the hard way I've learned **

**If I'm out in the sun too long, I get burned.**

**Loving every bit of this welcome breeze**

**But what we need is shade and trees.**

**But it's okay, and it's all right**

**We can push along 'til the Pride Lands' in sight.**

**Need a break, take a rest real soon**

**Til then, we can sing this tune"**

Beshte sang his little tune as he and Nyota searched for a shady spot to rest. The entire time, Nyota's brow remained slightly arched, the young lioness wondering how her hippo friend could remain so optimistic, despite their situation.

**"Gotta look on the bright side!**

**That shining sun will never get us down.**

**Gotta look on the bright side!**

**A happy song will help us get around."**

Beshte nudged Nyota's leg with his own as he continued his little dance, giving his friend a playful wink.

**"Flood Plains would be great right now**

**How about a cloud so rain come down?**

**Even a shadow that'll hit the ground.**

**Not a place that's to be found**

**Wait a minute, think I found the place**

**Great rock space I can take a break**

**Love the scenery, I mean to say**

**But gotta stay safe while we're on our way."**

The pair stood under a large, sloping rock, which provided the perfect space for them to rest a minute.

**"Gotta look on the bright side!**

**The long way home has lots of things to see.**

**Gotta look on the bright side!**

**Spirits high is how I'll always be."**

Nyota stretched her limbs and shook out her fur before her and Beshte continued thier trek home, dancing as they did so. Unknown to them, a trio of skinks were observing them. The skink with bright red scales noticed the Mark of the Lion Guard on the left shoulders of the two animals, and she and her two friends followed after them.

**"Phew. Now, that hit the spot**

**Catch our breath, rest and cool off **

**Stretch our legs, step we can't stop.**

**Home on the mind, time to move on.**

**Pride Lands bound, be home with ease.**

**Love that sun, but love shade and trees.**

**Back real soon, had time to breathe.**

**Found that shelter, no burns for me."**

Beshte and Nyota continued to dance together, bobbing their heads to the beat of the music.

_**"Gotta look on the bright side!**_

_**That shining sun will never get us down**_

_**Gotta look on the bright side!**_

_**A happy song will help us get around.**_

_**Gotta look on the bright side!**_

_**The long way home has lots of things to see.**_

_**Gotta look on the bright side!**_

_**Spirits high is how we'll always be."**_

Nyota let out a giggle, "You're right Beshte." she smiled up at him. "We have to look on the bright side of things. At least we're stranded out here, together."

"Exactly." Beshte agreed with a grin. He tapped the cub's cheek with his snout.

"Now, let's find another shady place to rest for a moment." Nyota voted. "Then we can find the best route back home."

Soon they found another large rock that they could stand under for some shade. Nyota sat down and licked her foreleg, which was still hurting from her incident with the zebra.

"What are you Pride Landers doing in the Outlands?" hissed the red-scaled skink.

"Huh?" Beshte questioned, looking around for the source of the voice.

"Who's there?" Nyota growled, her ears falling flat as she bared her teeth.

The red-scaled skink revealed herself, along with a bright green one, and the third with orange and blue scales. "Hey there little lizards." Beshte greeted with a smile. "I'm Beshte, and this is my friend, Nyota." he introduced. "We're just looking for some shade on our way back to the Pride Lands."

"We could use you for shade." the orange and blue scaled skink noted.

The green-scaled skink slapped the orange one with her tail, "We can help you find more shade." she offered.

"Poa!" the Guard's strongest exclaimed. "Like my dad says 'You can make friends wherever you go'."

"I don't know." muttered the Guard's wisest. "My papa told me to never trust a skink." She moved to stand on all fours and winced when she put weight on her left paw.

The red-scaled skink slithered up to Nyota, "Oh, did you hurt your paw?" she questioned.

"It's fine." Nyota answered. "We're fine. Thanks for the offer, but we can find our way from here." She stepped out into the sun and looked around. "Rocky Plateu is that way and it's not too far from the Pride Lands border."

"Are you sure you and your hippo friend can make it without him getting burned along the way?" the red-sclaed skink asked.

"Come on Nya, these little guys seem nice." Beshte told her. "They offered to help, and it would be rude of us to refuse it."

Nyota looked between the three skinks and her hippo friend, before sighing. "Fine. Lead the way."

* * *

Ono flew over the Outlands, trying to look for the two missing Guard members. "They've got to be around here somewhere." he groaned when he couldn't find any sign of Beshte or Nyota. "Better tell Kion." Ono circled back and landed in front of the Guard's leader. "I looked all over the Outlands and there's no sign of them." he informed. "I feel terrible."

"Don't beat yourself up Ono." Kion told the young egret. "This is my fault, not yours." he sighed heavily and lowered his muzzle, blaming himself for the Guard's current prediciment, that two of his friends were lost in the Outlands. "Wait." Kion's ears perked up. "Even if we can't find them, we should find signs of them." he suggested. "Ono, could you look for two pairs of footprints? One hippo and one lion?"

"I wasn't even looking for footprints." Ono nodded firmly, taking to the sky. "You got it Kion!" He flew off and started scanning the Outlands grounds, searching for hippo and lion prints together.

"And maybe you and we can track them by scent." Fuli added, sniffing the air. Kion nodded and started sniffing too.

Bunga started sniffing the air as well. "I don't smell anything." he inhaled deeply, catching the scent of something that made him cover his nose. "Whoa. What is that smell?"

Fuli rolled her eyes, "That's you, Bunga." she informed with a huff.

Bunga chuckled nervously, before inhaling his own scent. "Yep, that's pure Bunga." he smiled.

"Bunga why don't you stay downwind of us so we can track Nyota and Beshte without any...interference." Kion suggested.

Bunga nodded and ran to stand behind the two felines. He tapped his chin with his claw, trying to think of how he can contribute to helping find their lost friends. "I know! I can shout for them so they know we're looking for 'em." he piped up. "Beshte! Nya!" he shouted at the top of his lungs, making Fuli and Kion flatten their ears. "Beshte! Nya!"

"Yeah, that's much less annoying." the Guard's fastest sarcastically muttered under her breath.

* * *

In the Outlands Volcano...

Njano, the orange and blue scaled skink, ran right up to Ushari. "I got a secret you might wanna know." he informed.

"Secret?" Janja repeated, glaring down the small reptile.

"Yeah. Two members of the Lion Guard are stuck in the Outlands." he clarified. "Shupavu's keeping an eye on them right now."

"So, which two members of the Guard are they?" Ushari asked with a hiss.

Njano chuckled, "The hippo and lioness." he answered.

"Interesting." the cobra hissed again.

Janja rolled his eyes, "Who cares." he huffed, looking at his right paw, remembering when Nyota bit him during their fight a week or so prior.

A loud roar echoed through the caldera as Scar's spirit materialized in the flames. "I care." he announced. "If the Lion Guard's strongest and wisest are in the Outlands it's the perfect opportunity to eliminate them." he informed.

"Yesss." the cobra agreed. "It will weaken the Lion Guard. Especially Kion." he narrowed his eyes in a sinister manner.

"Correct Ushari." Scar confirmed, looking past the cobra to the three hyenas. "And then you hyenas will get to eat whatever you like in the Pride Lands."

Cheezi's tongue fell out the side of his mouth. "Whatever we want?" he repeated with a wag of his tail.

Chungu licked his lips, "Yummy yum!" he sighed.

Janja snickered, "First, we gotta take out Beshte and Nyota." he ordered.

The muscular hyena blinked, "How are we supposed to do that boss?" he asked.

"Don't call me "boss" in front of the boss." the hyena leader scolded under his breath.

Scar rolled his eyes, "In case you fools haven't noticed it's the dry season." he reminded. "Too much sun makes animals weak. Now here's what I want you to do." The fiery spirit chuckled menacingly.

* * *

Shupavu and Kijani led the two Guard members to another pile of rocks they could use for a shady resting spot. Njano regrouped with them, with two other skinks behind him, who dragged a large leaf with vines on it.

"Sorry it took so long." he apologized. "I was grabbing some vines for our lion friend's leg."

Nyota's ears twitched as she stopped licking her injured leg. She saw the two skinks, one purple and one black, dragging the vines to her. "I said it was fine."

Njano scurried up to her and tapped her left foreleg, making the cub hiss. "Fine. Right." the skink rolled his eyes. "Just let us wrap it for now, to prevent further injury."

Before Nyota could agree, the other two skinks started weaving the vines around her foreleg, forming a makeshift brace. There was a strong scent from the vines that caused Nyota to sneeze.

"Bless you." Behste excused.

"Sorry about that." the purple skink apologized. "The vines were near a mint bush."

Nyota wiped her nose with her un-braced paw. "I didn't even think mint bushes grew in the Outlands." she muttered, sneezing again. She scanned the surroundings, "We're almost to Rocky Plateau. Let's keep moving."

"Wait, I know a shortcut." Njano spoke up, climbing onto the lioness' back. "Through the caves under Rocky Plateau." Nyota glanced at the reptile on her back, her brow arched slightly, "It'll keep your friend Beshte outta the sun so he won't burn." the skink added in a friendly tone.

The hippo grinned and wiggled his ears, "That'd be Poa." he noted. "Let's go."

Njano jumped off the female cub, "The cave's this way." he pointed in the direction ahead of them, "Follow me."

Beshte lightly chuckled, "Who knew folks were so helpful in the Outlands?" he questioned, glancing from Nyota to the skinks. "Lucky Nyota and I found you guys, or rather lucky you found us."

"Yes." Shupavu agreed, once the two Guard members were out of earshot. "Totally lucky." she chuckled manically as she slithered after them.

* * *

Beshte and Nyota followed the five skinks towards the entrance to the caves. What they didn't realize was that three hyenas were hiding behind a rock pile not far away from them, and due to the overly powerful mint smell on Nyota's vine brace, she couldn't smell the danger.

"Are we getting close to the end of the caves?" Beshte asked after a few long minutes of silence, that were only broken by Nyota's small sneezes.

"Oh we're getting close to the end all right." Njano snickered under his breath.

Shupavu skittered up next to the orange scaled skink, "You got a plan right?" she asked with a raised brow.

"Oh yeah." he answered. He whispered Scar's plan into her ear, while the other three skinks led the two Guard members deeper into the caves.

The skinks scurried under a rock that was lodged between the two sides of the cave. Nyota easily ran under it, but Beshte had a bit more trouble. It took a few seconds, but he managed to squeeze through the opening. However, the path they were taking led to a dead end.

"Umm, little skinks? I think we made a wrong turn somewhere." Beshte stated, looking around. "This is a dead end."

"You got that right!" Janja confirmed from above. He let out a laugh as he was joined by Cheezi and Chungu.

Nyota's ears flattened against her head as she bared her fangs and growled, "Janja!" she snarled. Realization hit her, "Those skinks. They tricked us." Her eyes landed on the five reptiles who narrowed their own eyes and smirked. Nyota protracted her claws and charged for them, snarling.

Janja, Cheezi, and Chungu all pushed their weight against a large boulder that sat on the edge above them. A few pushes sent it over the edge. Beshte's eyes widened, "Nya, watch out!" he ran after her and grabbed her by the tail, pulling her back before the rock crashed into the ground, creating a large cloud of dust.

"Thanks Beshte." Nyota coughed. She looked ahead, noticing their only was out was blocked.

"That's right! You're trapped!" the hyena leader taunted above them. "And we got lots more rocks up here."

"What do we do now?" Beshte asked, looking down at Nyota.

The lioness did a quick scan of their surroundings, "The walls are too steep for me to climb." she noted. "Our only way out is through the way we came." The pair quickly dodged another rock that crashed into the ground. "Can you move it?" she glanced from the rock to her hippo friend.

"Yeah." Beshte nodded firmly. He charged forward and nudged his snout under the boulder. With a strained grunt and bent knees, the Guard's strongest managed to lift the boulder a few feet off the ground. "Okay Nya. Go." he grunted, "I'll be right behind you."

"You better." Nyota warned, squeezing through the new opening. As soon as she was on the other side, she heard another crash and froze. Her head whipped around and she saw the way she came from was blocked. "Beshte?" she called out.

"I'm fine!" he called back. Another crash sounded, followed by the cackles of the three hyenas.

The female cub's ears fell to the sides of her head, "Hang in there, Beshte!" she told him. "I'm gonna go after the hyenas!" Nyota turned around and ran right into another animal, the two of them rolling back through the cave. She shook off her momentary daze, looking down and realizing she was laying on top of Kion. "Wha-"

She was cut off when Kion's paws wrapped around her shoulders in a hug. He released her and she climbed off him, seeing the rest of the Guard running up to them. "Nya, you're okay!" Bunga exclaimed, his arms latching around her neck.

"What are you guys doing here?" Nyota asked, blinking her eyes in confusion.

"We came to rescue you." Ono answered, hovering in front of her.

"Where's Beshte?" Fuli asked, looking around for thier strongest member.

"He's trapped at the end of the cave." the Guard's wisest informed. "Janja, Cheezi, and Chungu are knocking rocks down around him from the opening in Rocky Plateau."

"Lead the way, Nyota." Kion gave her a nod. The two cubs met eachother's eyes, "Till the Pride Lands end..."

"...Lion Guard defend!" Fuli, Bunga, and Ono finished as they followed the two lion cubs.

* * *

Janja and his two subordinates pushed against the largest boulder near the edge, while down below Beshte was out of room to avoid being hit. "One smooshed hippo comin' up!" Janja cackled.

"Not so fast Janja!" Kion growled as he and the rest of the Guard leaped onto the plateau.

Nyota's eyes widened when she saw the teetering boulder, "Fuli, try to keep that rock from falling in!" she yelled.

"On it." the cheetah winked and sped towards the boulder, leaping onto the surface to steady it. She giggled and winked, as Kion and Nyota slid between her and the three hyenas.

Nyota hunched her body low, her claws protracted and fangs bared, her tail thrashing behind her, "Back. Away. Janja." she snarled as her fur bristled.

As the two lion cubs slowly advanced on Janja, Ono flew over and started pecking the heads of Chungu and Cheezi. The muscular hyena grabbed the egret by his tail feathers, but before his companion could take a bite, he was tackled by the Guard's bravest member. Meanwhile, down below, Beshte took the opportunity to move the rocks out of his path and make an escape.

Kion narrowed his amber brown eyes as he advanced on the three hyenas, with Nyota at his side. "So...thought you get away with trying to take out two of my Guard, did ya." the prince stated, standing tall.

Cheezi and Chungu gulped as they cowered behind thier leader, who kept on a brave face, even though they were backed up to the ledge. Janja glanced over his shoulder, "So I got nowhere to run, eh cub?" he snarled, keeping his eyes locked with the Guard's fiercest.

Nyota let out a giggle, looking out past the hyenas, "It looks to me like you have all the room you need." she noted, glancing to her left. "Kion?"

A smirk crossed the prince's pale gold muzzle, "I believe you're right." He gave her a wink before turning his attention back to the hyenas, who's ears fell flat against their heads as they whimpered. Kion unleashed his Roar, which sent the hyenas flying far into the Outlands.

The cream-furred lioness burst into a fit of laughter, bracing herself against the golden cub's side. "Oh, that never gets old." she giggled, her head falling against Kion's chest. Her laughter trailed off when she felt his chin rub between her ears and his left paw wrap around her right leg. "Kion?" He didn't answer, instead he just kept his body close to hers, resting his chin between her ears. She closed her eyes and listened to his beating heart.

A sudden crash broke them from their moment, their eyes open and wide. They joined the other three Guard members as looked into the canyon. "Boy that last rock sure was a doozy huh?" the voice of the Guard's strongest chuckled behind them.

The others sighed in relief that Beshte was okay. "I thought I was gonna have to be Big B from now on." Bunga chuckled.

"Nah...I'm still here." Beshte replied.

Nyota ran up and playfully headbutted his snout, "I knew you'd make it out, Beshte." she said, rubbing her head against his snout.

"Thanks for buying time for me to get out." the hippo chuckled, the two friends sharing a smile.

* * *

Now reunited, the Lion Guard made their way back to the Pride Lands. Kion looked to his right, "Nyota. Beshte." at the call of their names, they looked to the lion prince. "I'm so sorry I got you guys swept into the Outlands."

Nyota and Beshte exchanged a glance before the lioness cub brushed against the prince's side, "It's alright Kion." she replied, stopping in her tracks to nudge her head under his. "We know you didn't mean to."

"Yeah." Beshte agreed with a smile, even though there was a bright red tint to the skin of his back and snout. "You were helping Thurston and his herd."

Bunga lightly elbowed Kion's side, "Besides, it all worked out great." he grinned. "We even got to see all the hyenas go flyin'."

The rest of the Guard chuckled. "And that never would've happened if you guys hadn't come to look for us." Beshte reminded.

"We're the Lion Guard." Fuli reminded. "We're always there for eachother."

"Always." Kion added.

"You know it!" Bunga cheered, lightly slapping Behste's side. The Guard's strongest winced, making the honey badger realize how burned his skin had gotten. "Yikes. You really did get burned out there." Buna cringed.

Behste nodded, still smiling. "It's good to be home." he sighed. "Where there's lots of shade...and watering holes!" He charged towards a small watering hole and jumped right in, creating a wave that washed over the rest of the Guard. "Yeah, gotta love it."

Fuli groaned, "Do we?" she questioned, not loving being soaked for the second time that day.

The rest of the Guard burst out laughing as they joined Beshte in the water and began splashing eachother, except for Fuli, who just laid near the shore, a small smile on her muzzle.

* * *

**A/N: There ya go, guys. The next chapter of **_**Rise of Evil**_**. Although I do appreciate that ya'll love this story, I do have others that I'd like to update as well. Like now, I'm working on my short **_**Neo Destiny Christmas **_**story, which I plan to finish by Christmas Eve. So that's what I'll be working on. Once the next chapter of that is posted, I'll work on the next chapter of this series.**

**Next time: It's Christmas in the Pride Lands, filled with peace and friendship, and presents and play!**

**Now for comments/questions:**

**BIGTLKSWFAN: **Well, I'm glad you like this story. This series is pretty much Kion and Nyota's love story.

**jdkeller2000: **You're welcome for the clarification. And I do plan on developing a sisterly relationship between Nyota and Makini. As for Kiji and the Army of Scar, wait and see.

**Kagz419: **I'm glad you liked Nyota in the last chapter. I'm slowly showing a growth in her confidence and fierceness.

**CalvinFujii: **Glad you liked my little twists and turns. Wait and see.

**Star-The-Writer: **I guess so. I didn't really think about it like that to be honest.

**Fanficteller: **Well, your feeling was correct. Even though she dosen't like it, sometimes she ends up as the damsel-in-distress, and Kion will always be there to protect her. Because...well...you get the idea.

**Shane Hedin: **Answering your questions in order; 1) Yes to all three. 2) The Christmas episode will be the next chapter. 3) Nyota's flashback? 4) Maybe/Maybe not. 5) Not sure if I'll do that. 6) Possibly.

**Derick Lindsey: **I saw this chapter as an opportunity to showcase Beshte and Nyota's friendship, and I hope I did okay. Anyways, I'm glad you like my own little twists on the series and look forward to what you think about this chapter.

**kickykyo: **Nice to see you're a fan of Nyota. As for the whole Tiifu/Shaba/Zuri thing, I'm not sure about that.

**Estella prime: **Oh okay. The song I used for Nyota's solo in the first season was "When There Was Me and You" from the Disney movie High School Musical. Hope that helps.

**johannvanguard: **Well, as you read, Nyota was swept away with Beshte. Hope you liked the insight to their friendship. FYI, "Timon and Pumbaa's Christmas" is the next chapter.

**visitor: **You'll just have to wait and read those chapters to find out if you're right.

**DemonGirl123: **I thought you might like the snuggling at the end. I hope you liked the Nyota and Beshte friendship moments in this chapter. I tried to sneak in a Nyon fluffy moment, so I hope you liked it too. As always, you're the best sister ever!

**Lockieboy1819: **I do plan on finishing this series. Hope you liked this chapter.

**Till next time ya'll**

**~Cyber**


	9. Timon and Pumbaa's Christmas

**Timon and Pumbaa's Christmas**

* * *

**Song Key for "Christmas in the Pride Lands"**

*** "Words appearing like this indicate Bunga's vocals."**

*** **"Words appearing like this indicate Pumbaa's vocals."

* _"Words appearing like this indicate Timon's vocals."_

* _**"Words appearing like this indicate unison vocals."**_

_Verse Key for "Twelve Ways of Christmas."_

* Bunga sings the 1st and 7th ways of Christmas

* Kion sings 2nd and 12th ways of Christmas

* Ono sings the 3rd and 9th ways of Christmas

* Nyota sings the 4th and 11th ways of Christmas

* Everyone sings the 5th way of Christmas

* Beshte sings the 8th way of Christmas

* Fuli sings the 6th and 10th ways of Christmas

* * *

"And what's this one Rafiki?" Makini asked as she pointed to another painting on the branches of the Baobab Tree.

Nyota giggled to herself as she cleaned her tail. "She's very enthusiastic about today's lesson huh Papa?" she questioned, raising her eyebrow as she looked to her guardian.

"Indeed." the old mandrill sighed. The pair walked up to the younger mandrill.

"That's Kupatana." Nyota informed, sitting next to Makini, with her tail curled around her paws. "When everyone in the Pride Lands gathers in Mizimu Grove to watch the baobab flowers bloom."

"Ohhh." sighed the young mandrill, her olive eyes widening. "That sounds so pretty." She looked at the painting closer and saw a small image of two cubs. "Is that supposed to be you and Kion?"

Nyota nodded. "Yeah. During the last Kupatana, Kion and I sang about the Circle of Life."

"It's tradition for at least one member of the Royal Family to sing." Rafiki added, looking to his apprentice. "And as Royal Mjuzi, you will need to know all of the Pride Lands' celebrations and their customs."

"Yay!" Makini squealed, jumping up and down. "I can't wait to learn about all the Pride Lands celebrations and customs!" She ran across the Baobab's hollow, standing in front of another painting. "What's this one, Rafiki? Is that Timon?"

Rafiki and Nyota exchanged a glance before moving to stand next to Makini. "Yes it is." the Mjuzi answered. "Timon is placing a star fruit at the top of his Christmas tree."

"Christmas tree?" Makini repeated, glancing from her mentor back to the painting. "But it looks like an acacia tree."

The cream-furred lioness giggled, "We forgot you're new to the Pride Lands." she said. "Which means you haven't celebrated Christmas with us yet."

Makini raised her eyebrow, "What's Christmas?" she asked.

"The most wonderful celebration of all." Nyota answered with a sigh.

Rafiki chuckled, leaning against his bakora staff. "Would you like to hear the story of how Timon and Pumbaa introduced Christmas to the Pride Lands?"

"Oh, yes!" his apprentice squealed again. "Please!"

"Very well." Rafiki nodded his head and tapped a painting of a night sky with single star, which lit up once the bakora touched it. "It begins with the appearance of a special star high in the sky. On the day before Christmas, a star shines so bright. All over the Pride Lands, it is seen day and night."

* * *

"Jungle smells, jungle smells, jungle all the way." Timon sang as he walked along a branch of the acacia tree growing by Hakuna Matata Falls.

"Uh, Timon?" Pumbaa questioned, interrupting his friend's singing. "That's not the way I remember the song." He tossed a few more gourds up to the meerkat.

"Come on, Pumbaa." Timon chuckled, catching the gourds and hanging them on the tree. "How can you not remember? We sing it every Christmas. There." the meerkat sighed as he hung the last ornament. "Pumbaa? Bunga? Whaddaya think, eh?"

The warthog's eyes welled with tears, "Oh, it's beautiful, Timon." he sniffled.

Bunga nodded in agreement. "Yeah, Uncle Timon, it's perfect." The honey badger grinned ear to ear.

"Almost perfect." Timon corrected. "We still need the star fruit for the top of the tree." Bunga saluted and grabbed the fruit, tossing it up to his adoptive uncle. "Now for the piece de resistance!" He broke the fruit in half and climbed to the top of the tree, placing one half on the very top branch. "There."

The branch Timon was standing on snapped beneath him, sending the meerkat falling down the tree, yelling at the top of his lungs. Bunga ran up the branches to try and catch him, but missed. Timon landed with a soft thud on Behste's back as the Lion Guard ran up to the falls.

"Good thing we were close by." Kion noted, seeing that the meerkat was unharmed from the fall.

"Why were you in that tree, anyway?" Nyota asked with a raised brow as she looked down at Timon.

"And why are there gourds hanging all over it?" Fuli added, staring up in confusion at the decorated acacia tree.

Bunga jumped down to join the rest of the Guard. "Because it's a Christmas tree." he answered. "See that big star up there?" He pointed up to a large star in the clear sky. "That means tomorrow is Christmas."

Beshte looked up and saw the star. "Poa." he smiled.

Ono arched his eyebrow, "It is nice." he noted. "But, what's Christmas?" The rest of the Guard exchanged confused glances.

"What's Christmas?" Timon and Pumbaa repeated in unison, their eyes wide in shock.

"It's this great holiday my uncles made up." Bunga informed.

"Ho, ho, no." Timon laughed. "We did not make it up."

"Timon's right." Pumbaa nodded firmly. "We heard about it from an ox, who heard it from a yellow wagtail, who heard it from a flying reindeer."

Nyota blinked, "Flying reindeer?" she glanced up on her shoulder to Ono. "But reindeer don't..." the egret began to say, only to have his beak grabbed by Timon, who had climbed up the lioness' foreleg. "The point is..." the meerkat cleared his throat, "...Christmas is a wonderful day when we all get presents."

"It's more like a time to be with your friends and family." added Pumbaa. "It's all about the spirit of giving."

Timon hopped off the Guard's wisest, facing his warthog friend. "You mean getting." he corrected.

Pumbaa shook his head, "I'm pretty sure it's giving." he argued.

Ono rolled his eyes, "You can't have getting without giving, or giving without getting." he pointed out.

"Common knowledge, really." giggled Nyota.

"But you know what the best part of Christmas is?" Bunga questioned, still with a wide grin across his face. "Dandy Claws!" he added.

The rest of the Guard blinked in confusion. "Dandy Claws?" Fuli repeated. "Is that a who or a what?" She glanced to the rest of her friends, who all just shrugged their shoulders.

"He's a big red guy with fluffy white whiskers." Pumbaa informed.

"And on Christmas morning, he leaves lots of presents under the Christmas tree!" Timon added, as if it sounded more important than his friend's statement.

"Yeah." Bunga sighed. "Christmas is the best."

**"It's sunny in the Serengeti**

**There's no sign of snow**

**But when that big star shines above**

**There's one thing I know!"**

An upbeat musical tune filled the air as the Guard's bravest member began to dance around the decorated acacia tree.

**"It's Christmas in the Pride Lands**

**My favorite day**

**Filled with peace and friendship**

**And presents and play**

**With everyone together**

**The Hakuna Matata way**

**It's Christmas**

**Oh, it's Christmas**

**In the Pride Lands."**

Bunga hugged each one of his friends before sliding between his adoptive uncles, his arms draped around them as they swayed to the beat.

**"Gather holly**

**And ivy**

**And mistletoe too."**

Timon grabbed the holly, holding up above his head, while Pumbaa had ivy draped over his tusks. Bunga took the mistletoe and hung it on the low branch that was above Kion and Nyota, who glanced at one another.

"We're not sure why."

_"It's just what you do."_

**"It's a day to share with family and friends."**

The trio stood together, with Bunga in the middle.

**"Lots of gift giving."**

_"Getting!"_

"Giving!"

_"Getting!"_

"Giving!"

_"Getting!"_

**"And the fun never ends!"**

Bunga tossed some small decorations onto his friends, which fell over their shoulders and heads, as he continued to sing about Christmas. He slid past Kion, which caused him to bump shoulders with Nyota, bringing them closer together.

**"It's Christmas in the Pride Lands**

**My favorite day**

**Filled with peace and friendship**

**And presents and play**

**With everyone together**

**The Hakuna Matata way**

**It's Christmas**

**Oh, it's Christmas**

**In the Pride Lands."**

Bunga swung from branch to branch of the decorated tree until he finally made it to the top, where he gazed up at the bright star in the sky.

"On Christmas morning I hope there's peace

For everyone under the sky."

_"But more than that I hope there's presents_

_Left for me by that big red guy."_

Pumbaa and Timon stood together as their adoptive nephew joined them, now wearing a had made from a green gourd and decorated with holly leaves.

_**"It's Christmas in the Pride Lands**_

_**My favorite day**_

_**Filled with peace and friendship**_

_**And presents and play**_

_**With everyone together**_

_**The Hakuna Matata way**_

_**It's Christmas**_

_**Oh, it's Christmas..."**_

**"In the Pride Lands."**

Timon and Pumbaa echoed the last line, sliding past the two lion cubs of the Guard, knocking them closer together so their bodies touched. Both of them smiled at the warthog and meerkat duo, but when they turned to look at eachother, their noses touched, as did their muzzles, right under the mistletoe hanging above them. The pair of cubs met one another's eyes and quickly pulled back, looking away from eachother as dark blushes rose to their cheeks.

_**"Oh, it's Christmas...**_

**In the Pride Lands."**

"So..." the Guard's fastest raised her eyebrow, "...this Dandy Claws brings you gifts every year?" she inquired.

"Yes." Timon answered, albeit unenthusiastically. "That is, well... No." he admitted. "Dandy Claws has never come...and I'm afraid he never will." The meerkat broke down into a sobbing fit.

"Why not?" Beshte asked, feeling sorry for Timon.

"Well..." Pumbaa spoke up, "...from what we've heard, Dandy Claws only comes if you perform a special song under the Christmas tree on Christmas morning."

"It's called The Twelve Ways of Christmas." Bunga elaborated. "It's got leaping lions, bouncing berries, falling fruit..." he counted off the list on his claws. "All sorts of stuff."

"But can't just sing about 'em." Pumbaa added. "They gotta be there. It's a huge production. Animals, fruit, bugs."

"It's too much." Timon sniffled, wiping his eyes. "I've tried, but I've never been able to do it. It's impossible!" he whined. "And that's why Dandy Claws will never come and bring me gifts." Timon sighed dramatically and collapsed on his stomach.

Pumbaa nudged his meerkat buddy with his snout, "Cheer up, Timon." he told him. "Bunga and I give you gifts every Christmas."

"Yeah." agreed the honey badger, who lifted his uncle to his feet.

"I know, and they're always great." Timon sniffled again. "But just once, I'd like Dandy Claws to bring me something, too."

"Maybe someday he will." Pumbaa assured with a smile. Timon just sighed in response and muttered under his breath.

"Okay." Kion said after a minute of uncomfortable silence. "Well, time for one more patrol before Christmas." He looked to the rest of his Guard as he walked away from Hakuna Matata Falls.

Nyota followed after him. "You coming Bunga?" she asked as she passed behind the Guard's bravest member.

Bunga nodded and followed his friends after waving goodbye to his uncles.

* * *

As the Guard patrolled the grasslands, Bunga kept quiet with his head hung low. "You okay, Little B?" Beshte asked, walking beside his friend.

Bunga sighed, "I just wish I could make Dandy Claws appear and have Uncle Timon's Christmas dream come true." he admitted.

Kion stopped in his tracks and turned around to face the honey badger. "Well, maybe we can." he suggested.

"But we'd have to do that song." Nyota pointed out, standing to the left of the lion prince. "The Twelve Ways of Christmas?"

"But didn't Timon say it was impossible?" the Guard's strongest asked.

"He did." Fuli answered. "And isn't Christmas tomorrow?"

"That means we'd have to get everything ready today." Ono added.

"So?" Kion raised his eyebrow. "We're the Lion Guard. We do the impossible all the time."

A wide grin spread across Bunga's face as each of his friends agreed to do the special performance to make Dandy Claws appear. "Thanks, everybody." he said sincerely.

"So, what do we need for The Twelve Ways of Christmas?" Nyota asked with a swish of her tail.

"Oh, so much!" exclaimed the Guard's bravest member. "Bugs a-crawling, fruit a-falling, lions leaping, trunks a-honking..."

"Whoa." Fuli put her paw over his mouth. "I never thought I'd say this...but slow down."

Kion chuckled, his tail swaying behind him. "Maybe you should start from the beginning."

Bunga took a deep breath, "Okay, so the song goes like this..." he cleared his throat as the Guard continued walking through the Pride Lands. _"For the First Way of Christmas, my good friends gave to me..."_

* * *

_"...In a baobab tree."_ Bunga ended the song. "So what do you guys think?"

"Sounds like a big job." Kion admitted. "But if we split up, I think we pull it off."

Nyota nodded in agreement, standing at Kion's right. "Yeah. We can divide up the things and animals we have to gather, and meet back at Hakuna Matata Falls." she suggested.

"Sounds like a plan." Fuli agreed.

"Affirmative." Ono nodded, landing on Nyota's back.

"Poa." Beshte grinned.

Bunga jumped up and down in excitement, hugging each one of his friends. "This is gonna be the most un-Bunga-lievable Christmas ever!" he exclaimed with a grin. "Don't let Timon and Pumbaa see you. I really want it to be a surprise."

"You got it, Little B." Beshte chuckled.

So the Lion Guard dispersed to gather what they needed for the performance.

* * *

Kion and Nyota ran to Pride Rock to talk with a few more lions about being a part of the song.

"You want me to do what?" Simba asked with wide eyes.

Nyota chuckled nervously. "I know this request seems a little...strange." she replied, her ears at the sides of her head.

"Come on, Dad, please?" Kion pleaded. "It's for Timon and Pumbaa."

"Just think of all they've done for you over the years, Simba." Nala reminded, bumping her mate's shoulder with her own. "And besides, you might enjoy yourself."

"Mom's right, Dad." Kiara added, standing on te other side of her father. "I think you'll have fun."

"I know I would." Shaba chuckled, sitting beside the princess with his tail curled around his paws. "Please King Simba?"

"Yeah, please?" Kiara echoed, batting her eyes.

The King sighed heavily. "Fine, I'll be in your song." he caved. "But if I'm going to do it, so are you." he looked to his mate and daughter.

"Actually, since it requires six lions, we'll all be doing it." Nyota informed, her and Kion getting to their feet.

"Yes." Kiara giggled, leaping in place.

"Thanks, everybody." Kion smiled at his family. "Now we've gotta go." he glanced to Nyota.

The cream-furred lioness nodded in agreement, "Yeah. You won't believe all the things we need for this song." The two cubs ran down from Pride Rock, shouting "Merry Christmas!" over their shoulders.

"Merry Christmas." Kiara and Shaba echoed.

"Whatever that means." Simba muttered, sharing a confused look with Nala.

Kion and Nyota came to a halt near Lake Shangaza, stopping for a quick drink. "Okay, I'll go by the nesting area and ask the rest of Ono's flock if they'd be willing to do the song." Nyota volunteered. "Then I'll stop by the zebra's grazing grounds."

"And I'll ask Makuu if he'll spare two of his crocs." Kion replied. "Then I'll ask any of the rhinos if they're willing to try and climb a baobab tree."

Both cubs shared a small laugh, meeting eachother's eyes. Kion tapped his forehead to Nyota's, softly nuzzling her before pulling back. With one last look, they ran in opposite directions.

* * *

Bunga licked his lips as he picked up a red and yellow caterpillar. "Bunga." Ono called his name, flying next to him. "You're saving those for the song, right?"

"Uh, yeah." the badger chuckled nervously. They heard singing in the distance, which Bunga recognized as Pumbaa. "Gotta hide the bugs." He opened Ono's beak and shoved the leaf containing the bugs into his mouth.

"Oh, hi, fellas." Pumbaa greeted as he came upon the two. "Whatcha up to?"

"Nothing. Just hangin' out." Bunga answered. "Not looking for anything squirmy. What you doing?"

"Oh, who, me? Nothing." the warthog cleared his throat. "I'm definitely not lookin' for a special Christmas surprise for Timon, I'll tell ya that."

"Yeah, us neither." the honey badger replied. "Well, me and Ono got, uh, Lion Guard stuff to do. Talk to ya later."

"Okay. See ya, Bunga." Pumbaa waved with his hoof, turning around and spotting a bush covered in white flowers. "Perfect." he muttered, humming to himself.

Once Pumbaa was out of sight, Ono gulped down the bugs. "Hey." Bunga scolded. "I thought we were saving 'em for the song."

"You put them in my mouth!" Ono reminded, flapping his wings.

"But I didn't say you could swallow 'em." Bunga rolled his eyes with a sigh. "Guess we gotta start all over."

* * *

Fuli kept jumping into the air, barely touching the lowest branch of the tree filled with small berries. "How did I get stuck with gathering the twelve berries?" she grunted once she landed.

"Hey, down there, young cheetah." laughed a voice hidden in the tree.

Fuli looked up, preparing to attack if needed. "Who's up there?" she asked with a hiss.

"It's me!" the baboon known as Uroho answered. "And the amazing Mwizi and Mwevi." his two troop-mates popped up on either side of him. "You might know us as The Traveling Baboon Show."

The Guard's fastest rolled her eyes. "Oh, yeah." she grumbled. "I remember you guys."

Uroho chuckled, "Looks like you could use some help reaching those berries." he noted. "Come on, fellas. Let's help the cheetah out." He looked to his two companions.

The three baboons did a series of acrobatic routines as they gathered the twelve berries the Guard's fastest needed. Uroho landed in front of Fuli and bowed, holding out the leaf holding the berries. "I never thought I'd say this..." she chuckled to herself, "...thank you, baboons." Fuli smiled.

"So, what do you need the berries for?" Uroho inquired.

"They're for, uh...a performance." Fuli stammered, slightly embarrassed by whole thing. "Kinda silly, but it's for a friend." Her eyebrow arched sharply as she stared at the baboon trio. "You know, we need some baboons, too." she added, with a small smirk.

"A performance, huh?" Uroho smiled, doing a backflip without dropping a single berry. "We are intrigued. Tell us more, please." Mwevi and Mwizi nodded in agreement.

The cheetah chuckled, "Well...have you ever heard of Christmas?"

* * *

All the animals gathered in the canyon behind Hakuna Matata Falls as the sun sank beneath the horizon. Simba and Nala, along with Kiara and Shaba stood around the decorated acacia tree. "That is one strange-looking acacia tree." the King noted.

"It's pretty, though." Kiara added with a smile.

"Sure is." agreed Queen Nala.

"It must be the Christmas Tree that Nyota and Kion told us about." Shaba guessed.

The two aforementioned cubs ran out of the canyon, and smiled when they saw the group. "You made it." the lion prince smiled up at his parents.

"Are we the first ones here?" Simba asked, looking around and seeing no other animals but the six of them.

"Not exactly, Your Majesty." Nyota answered.

The two cubs led them into the canyon, where the Queen blinked in astonishment. "Oh, my." she breathed out, seeing the various animals of the Pride Lands all gathered together. "This is a big production."

Bunga stood on a small rock so he could address the crowd. "Okay, everybody, you gotta pay attention, 'cause we've only got till sunrise to get this right." he told them.

Mtoto stepped up in front of the elephants. "I already know what to do." he chuckled, before letting out a trumpeting sound.

Bunga quickly grabbed the young elephants trunk, "Not so loud!" he whispered, sharply. "You'll wake up Uncle Timon and Uncle Pumbaa."

"Sorry." Mtoto apologized in a whisper.

The Guard's bravest member just shrugged and replied with, "Hakuna Matata. Just save it for the performance."

Simba stepped up behind the honey badger, who was oblivious to the fact. "What about us?" he asked. "What do we do?"

Bunga rolled his eyes, "One at a time, okay?" he said, as he spun around. He immediately stiffened up before chuckling nervously. "Oh...hi, Your Highnesses. Didn't see you there."

Nala chuckled softly, "Don't let us interrupt you, Bunga. You were saying?"

Nyota and Kion shared a small glance as they joined the rest of the Guard, as Bunga explained about the performance and Dandy Claws.

"Who's Dandy Claws again?" Uroho asked, scratching his head.

Bunga sighed heavily, "The rest of you remember Dandy Claws, right?" he asked the crowd. Everyone present, minus the Lion Guard, replied with a firm "No!"

The Guard's keenest of sight let out a sigh, "This is going to be a long night." he muttered under his breath.

The Guard's bravest member cleared his throat and clapped his paws together, "Okay everyone, from the beginning." he directed.

* * *

The rehearsals went on all throughout the night and well into the sunrise. "We're getting closer." Bunga smiled. "Okay, from the beginning."

A groan echoed through the crowd. "Bunga, we've been practicing all night long." Kion sighed, standing next to his honey badger friend.

"I know, but it needs to be perfect." Bunga replied.

Ono shook his head and flew in front of the badger, "Bunga, we're out of time." he noted, pointing to the sky. "The sun's about to come up."

"If we haven't learned it by now, I don't know if we ever will." Ma Tembo spoke up.

King Simba shrugged his shoulders. "Oh, well, we gave it a try." he said as he got to his feet.

"Maybe next year." Queen Nala added, following Simba.

The rest of the crowd began to disperse, mumbling amongst themselves. "Wait. Everybody, stop." Kion called out, halting the crowd. "We can't just give up like this."

"Please?" Bunga begged.

Simba turned and faced his son and his friend, "What's so important about this...Christmas?" he asked, curious to know why Bunga was going through all this trouble.

"Well..." the Guard's bravest twiddled his claws, "Pumbaa says Christmas is all about the spirit of giving. And him and Uncle Timon are the only family I have. They took me in when I was little, and all alone." he informed, looking down at his feet. "They took you in, too."

A smile crossed the king's muzzle as he thought about his childhood spent with Timon and Pumbaa, who became like his new family. "Yes...they did." he agreed.

"They've given me everything." Bunga continued. "So this Christmas, I wanna give them a performance they won't forget."

"Okay, Bunga." the King tipped his head. "Then that is exactly what we are going to do. Right, everyone?"

Cheers erupted throughout the crowd, which made Bunga's eyes widen and the rest of the Guard smile. "Great!" Bunga cheered. "The sun's rising and time's a-wasting. Let's go."

* * *

While everyone was getting into position for the performance, Bunga ran to wake up his uncles. "Uncle Timon, Uncle Pumbaa!" he yelled. "Wake up, it's Christmas!"

Pumbaa stirred from his sleep. "Christmas already?" he mumbled. "Hear that, Timon?" Both him and Bunga looked down at the meerkat, who was fast asleep on the rock below them.

Timon yawned as he stretched his body, "I'm gonna give Christmas a pass this year." he said, turning onto his side. "Who needs the disappointment? I'm gonna sleep in."

"No, you're not!" Bunga rebuked, picking up his uncle and holding him at eye level. "It's Christmas! A special day we look forward to all year long! And who knows? This just might be the best one ever!"

Timon just shrugged, "I don't know about that, but okay." he mumbled. Bunga grinned and dropped Timon as he motioned for him and Pumbaa to follow. The warthog and meerkat stood frozen in place when they saw the Lion Guard standing under the Christmas tree.

"This is the year we're finally going to get a visit from Dandy Claws!" Bunga announced. He stepped forward to begin the song, wearing a green gourd lined with holly.

_"For the First Way of Christmas, my good friends gave to me..._

_A rhino in a baobab tree."_

Mbeya the rhino tried to climb the baobab tree near Hakuna Matata Falls. Kion stepped up next to Bunga, wearing a collar of holly around his neck.

_"For the Second Way of Christmas, my good friends gave to me..._

_Two snapping crocs..._

Two crocodiles stood on either side of the baobab tree, snapping their jaws.

_"...and a rhino in a baobab tree."_

Bunga joined Kion on the last line as Mbeya tried to climb up the trunk of the tree. Ono flew overhead as he sang the next verse, wearing a small bushel of holly wrapped around his neck.

_"For the Third Way of Christmas, my good friends gave to me..._

_Three porcupines..."_

_"Two snapping crocs."_

_"...And a rhino in a baobab tree."_

As the three Guard members sang the last line in unison, three porcupines paraded around the baobab tree, in front of the snapping crocodiles, while Beshte helped give Mbeya a boost up into the tree. Nyota jumped out from behind the baobab, wearing a laurel-like holly headband.

_"For the Fourth Way of Christmas, my good friends gave to me..._

_Four falling fruits..."_

Uroho and his two troop members threw baobab fruits out of the tree as the lioness cub sang.

_"Three porcupines..."_

_"Two snapping crocs..."_

_"...And a rhino in a baobab tree."_

Beshte, wearing a medium-length bushel of holly draped over his shoulders, sang the next verse.

_"For the Fifth Way of Christmas, my good friends gave to me..."_

_"...Panic and run..."_

All six members of the Guard sang the line as five zebras ran around the area, making Timon and Pumbaa laugh.

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Fuli gracefully padded up to Timon and Pumbaa, wearing a ring of holly around her head.

_"For the Sixth Way of Christmas, my good friends gave to me.._

_Six lions leaping..."_

Simba, Nala, Kiara, Shaba, Nyota, and Kion all leaped over Fuli as she sang.

_"Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Bunga stood between his uncles, wrapping his arms around them.

_"For the Seventh Way of Christmas, my good friends gave to me..._

_Seven hippos hopping..."_

Beshte joined his pod as they hopped around Hakuna Matata Falls.

_"...Six lions leaping..."_

_"...Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Beshte walked in front of Ma Tembo and seven of her elephants as they raised their trunks.

_"For the Eighth Way of Christmas, my good friends gave to me..._

_Eight trunks a-honking..."_

_"...Seven hippos hopping..."_

_"...Six lions leaping..."_

_"...Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Ono flew hovered over Timon and Pumbaa, holding a bundled up leaf in his talons.

_"For the Ninth Way of Christmas, my good friends gave to me..._

_Nine bugs a-crawling..."_

He dropped the leaf, revealing the grubs, which the warthog and meerkat happily munched on as the performance went on.

_"...Eight trunks a-honking..."_

_"...Seven hippos hopping..."_

_"...Six lions leaping..."_

_"...Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Fuli sat under the baobab tree with her tail curled around her paws.

_"For the Tenth Way of Christmas, my good friends gave to me..._

_Ten baboons burping..."_

_"...Nine bugs a-crawling..."_

_"...Eight trunks a-honking..."_

_"...Seven hippos hopping..."_

_"...Six lions leaping..."_

_"...Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

Nyota stood in front of Timon and Pumbaa, giving them a soft smile.

_"For the Eleventh Way of Christmas, my good friends gave to me..._

_Eleven egrets squawking..."_

Ono and his flock flew over everyone, doing a mid-air loop as they squawked in unison.

_"...Ten baboons burping..."_

_"...Nine bugs a-crawling..."_

_"...Eight trunks a-honking..."_

_"...Seven hippos hopping..."_

_"...Six lions leaping..."_

_"...Panic and run..."_

_"...Four falling fruits..."_

_"...Three porcupines..."_

_"...Two snapping crocs..."_

_"...And a rhino in a baobab tree..."_

While the rest of the Guard stood together, Behste and Bunga holding onto the ends of a leaf, pulling it tightly to the point it could tear, that had a dozen small berries on it, Kion stood off to the side.

_"For the Twelfth Way of Christmas, my good friends gave to me..._

_Twelve berries bouncing..."_

Fuli and Nyota tapped the bottom of the leaf with their tails to make the berries bounce.

"_Eleven egrets squawking..."_

The egret flock did another mid-air loop over everyone.

_"...Ten baboons burping..."_

Ten baboons popped out of trees leaves, belching.

_"...Nine bugs a-crawling..."_

Ono droped another leaf-full of bugs for Timon and Pumbaa.

_"...Eight trunks a-honking..."_

The elephant herd let out loud trumpeting.

_"...Seven hippos hopping..."_

The hippo pod hopped around, but ended up crashing into the elephants.

_"...Six lions leaping..."_

Simba, Nala, Kiara, Shaba, Kion, and Nyota leaped over Timon and Pumbaa, landing gracefully.

_"...Panic and run..."_

As Kion and Nyota joined the rest of the Guard, they quickly ran out of the path of the five zebras, who collided and landed in a tangled pile.

_"...Four falling fruits..."_

Two baboons threw four baobab fruits out of the tree...

_"...Three porcupines..."_

...which landed on the three porcupines.

_"...Two snapping crocs..."_

The two reptiles snapped their jaws.

_"...And a rhino in a baobab tree..."_

_"...And a rhino in a baobab tree."_

"Merry Christmas, Timon and Pumbaa!" the Guard said in unison. The branch Mbeya was standing on snapped, sent him falling onto the ground.

Timon and Pumbaa shared a small glance before bursting into tears. Bunga held his hands in front of him, "Did we do it wrong?" he asked worriedly.

"No." Pumbaa sniffled. "It was perfect!"

"These are tears of joy!" Timon cried. "That was The Twelve Ways of Christmas the way I always dreamed it could be." He wiped the tears from his eyes. "Thank you. Thank you, all of you."

Bunga looked around before lowering his head, letting out a small sigh. "What's wrong, Bunga?" Kion asked, nudging his friend's arm.

"I just thought, after such a great performance, Dandy Claws would come." the badger replied, shrugging his shoulders.

Out of the silence, the sounds of bells ringing caught everyone's attention. "Ho, ho, ho!" a voice called.

"Dandy Claws?" everyone gasped.

Out of the shadows stepped Pumbaa, wearing a red gourd hat and white flowers under his chin and tusks. "Pumbaa." Timon gaped. "You're Dandy Claws?"

"Well, you always wanted Dandy Claws to show up on Christmas..." Pumbaa said nervously, "...so I decided, this year, he would." He grinned. "The thing is..." the warthog sighed, looking away from his meerkat friend. "...it took so long to put this costume together, I don't have any gifts to give you. Sorry, Timon."

Timon sniffled, feeling more tears welling in his eyes. "Pumbaa..." he said with a shaky voice. "...You made Dandy Claws appear on Christmas day!" he exclaimed, climbing up onto his tusks to look him in the eyes.

"But you said Christmas was all about gifts." Pumbaa reminded.

"And we got gifts. Look!" he pointed to the fruits and bugs on the ground where they had been standing. Then they looked out at all the Pride Landers gathered under the Christmas tree. "We also got lots of friends...and family." He smiled at Bunga, who had tears falling down his cheeks. "And they're the best gifts anybody could ask for."

Moved by Timon's speech, Nyota leaned over and rested her head against Kion's shoulder, brushing her paw against his. The prince glanced down and smiled, lightly nuzzling his best friend's cheek before laying it on her head right between her ears.

"...the best Christmas ever!" Timon, Pumbaa, and Bunga cheered in unison as they embraced eachother and cried tears of happiness.

Bunga wiped his eyes and turned to his five best friends. "Thanks you guys." he sniffled, wiping his nose with his arm. The six Guard members shared a group hug, all of them smiling.

"You know..." Beshte said as the group pulled away. "I think we should celebrate Christmas every year."

"Me, too." Fuli agreed with a smile.

"Totally." Kion nodded with a flick of his tail.

"I'd love that." Nyota smiled, brushing against Kion's side.

"Affirmative." Ono nodded firmly.

"Merry Christmas." all the Pride Landers said to one another as they gathered around the Christmas tree.

* * *

"And that is how Timon and Pumbaa introduced the Pride Lands to the special day known as Christmas." Rafiki concluded his story. "It celebrates the gift of family..." he glanced down beside him at Nyota, placing his palm on her shoulder, "...friends..." he placed his other hand on Makini's back, "...and the joy of being together."

Nyota smiled and leaned against the older mandrill's side, letting out a soft purr as he gently stroked her back. "I can't wait until next Christmas." she sighed contently.

"You know what I think?" Makini questioned, looking to the pair. "I think Christmas celebrates the gift of the Circle of Life."

Rafiki and Nyota shared a glance and smiled. "You're right, Makini." Nyota agreed.

"I could not have said it better myself." Rafiki nodded, his smile growing wider.

* * *

**A/N: Merry Christmas Eve my loyal readers! Consider this my Christmas gift to all of you! Hope you enjoy the holidays with family and friends, as well as this chapter.**

**Next time: **_**While the Lion Guard are dealing with fires throughout the Pride Lands, Rafiki and Makini deal with a trio of noisy neighbors.**_

**Now for comments/questions:**

**Fanficteller: **I'm glad you liked the last chapter. And I had planned to publish the Christmas special around Christmas, even if I had to swap around some episodes.

**JDJPJST: **Thanks for the constant love. 1) Yeah, the vines were coated with the smell of mint leaves so Nyota wouldn't smell the hyenas. 2) No, nothing was wrong, it was just a small fluff moment.

**johannvanguard: **I'm glad you continue to like my own twists to the storylines. Hope you enjoyed this chapter as well.

**Derick Lindsey: **Having them say Thurston's name was easier for me then just referring to him as a 'Zebra leader' or something like that. Yeah, I dropped that bombshell for Beshte a little earlier than the cannon, and Nyota has a good judge of character (something taught to her by Rafiki). I planned to have the Christmas special posted around Christmas since I started this story. Thanks for your continued patience Derek, hope you enjoyed this chapter.

**Shane Hedin: **It appears you have lots of questions concerning this series and some ideas too, so please consider making an account so we can have more detailed discussions through PM. I'll try to answer your questions in order; 1) Nyota's wounds will be healed by the next chapter. 2) No, Zira was not the Wisest on Scar's Guard. More on that will be revealed in a later chapter. 4) No, Scar won't be in the episodes dealing with the pride of Backlands. 5) I'll check out the story, but I don't think I'll make a chapter based on it since I have season three all planned out. 6) Sorry, but I'm not familiar with that actor so I won't use him. 7) The two-parter is about where you'll learn more about where Nyota comes from and about the Bahram Pride.

**DemonGirl123: **Merry Christmas sissy! I love you so much and thanks for being my number one fan and my support system. I'm glad you liked the Beshte/Nyota friendship scenes and that you loved the small Nyon moment. Hope you liked this chapter! Love you!

**Lockieboy1819: **I try to add my own spin on each chapter to make it my own and I'm glad you like them. I hope you enjoy this Christmas themed chapter.

**Merry Christmas to all...**

**XOXO~Cyber**


	10. Rafiki's New Neighbors

**A/N: Yes, I am back on The Lion Guard bandwagon. Sorry I took some time away from this story, I just wasn't feeling inspired so I went to work on other stories to get some writing inspiration back. Now that I've re-read my first two Lion Guard stories and the current chapters of this one, and have re-watched the entire Lion Guard series, my ideas are back in order and I'm ready to continue. But I am putting this out there, I only started writing fanfiction as a therapeutic outlet because I do suffer from depression and writing helps me feel better. So, if I go weeks or months without updating, it's because of that. I'm grateful this series has lots of fans, but the constant reviews asking for updates make writing seem like a chore and takes the fun out of it. I understand you all are eager to see Nyota's adventures with the guard and learn more about her family and see her relationship with Kion continue, but please be patient with updates. Thank you.**

**Now, author rant over. Since it's been a while, I'll answer the reviews to the last chapter now before we get on with the new one. **

**KDBloomfield: **Bunga does know that Kion and Nyota are close, but he didn't intentionally place the mistletoe over them in hopes of something happening. I'm glad the chapter gave you some holiday cheer.

**LockieBoy1819: **Since it was nearing Christmas, that's why I posted "Timon and Pumbaa's Christmas" early instead of going through the original lineup. The entire episode was mainly a flashback so the continuity stays in tact. I'm glad you enjoyed it.

**Fanficteller: **I'm glad you liked my original spin on the chapter and the fluffy Kion/Nyota moments. They were fun to write.

**Derick Lindsey: **As always, I'm glad you enjoyed the chapter. I know it seemed like Bunga was bringing Kion and Nyota together, but that was not the case. If anything, Bunga is completly oblivious to the romantic hints between Kion and Nyota.

**Shane Hedin: **Okay, first, making an account on the website is easy, just create a username and password and link the username to your email and that's pretty much it. Once you have an account, go to my profile and there's an envelope icon where you can send me a private message with all your questions regarding the story. I was 14 when I created my account. Now for your questions: 1) I don't know yet if I'll mention Shenzi, Banzai, and Ed from the first LK film. 2) The feelings between Kion and Nyota will grow over time, before Battle for the Pridelands. 3) Not sure about the elephant graveyard. 4) I might mention Nyota's parents, and they might be shown. Nyota will meet her parents in a future chapter of this story. 5) I'm gonna incorporate the Guard into LK2 from the point of Kiara's first hunt onwards. Wait and see. 6) There will be no flirting between Kion and Nyota and no awkwardness.

**johannvanguard: **I'm glad you enjoyed Nyota and Shaba taking part in the Pride Lands Christmas celebration.

**DemonGirl123: **As always sis, your support means the world and I'm glad you enjoyed the Nyon moments in the chapter.

**Air-Crafter: **Always happy to see a new username in the reviews. I'm glad you enjoyed the chapter.

**738: **Thank you for your suggestion about Kion and Nyota's future kingdom, I might use some things and change a few. Nice to know how invested someone is in the story.

**LadyKeren: **I'm glad you like my series and Nyota too. I also liked Rani's character in the show, and I've got and OC-mate for her in season 3. Hope you like the future chapters.

**FirePhoenix11: **Yes Maddie, Kion and Nyota did in fact kiss. Just the first of many moments to come. I'm glad you're enjoying the series and I hope you like what's coming.

**Guest review from Jun 10: **Wow, I'm glad my story has inspired you to draft your own. I hope you like what's to come.

**Now, on with the series...**

* * *

**Rafiki's New Neighbors**

Another day in the Pride Lands, another day of emergencies for the Lion Guard. "Lion guard, keep digging!" the Guard's fiercest member ordered as a wildfire raged across the plains.

Up in the sky, Ono kept watch over the panicking zebra herd. "The zebras are stampeding!" he alerted.

"One problem at a time, Ono." Nyota grunted as she continued to work on digging the trench with Fuli, Bunga, Kion, and Beshte. "We need to stop this fire before it spreads through the Pride Lands." Just as she said that, the fire roared in front of them, causing the five animals to jump back.

"Reposition!" Kion shouted. "Surround the flames, but stay back!"

Standing beside him, Nyota glanced to the Guard's strongest member, "Beshte, we'll need a new trench."

"You got it, Nya." Beshte gave a nod and pushed his snout to the ground, digging a new trench so the fire wouldn't spread towards Pride Rock.

Ono kept his eyes on Thurston's herd while the rest of the Guard continued putting out smaller fires on the ground. Bunga and Kion stomped out a couple fires while Nyota and Fuli kicked dirt onto a slightly larger one. The Guard's keenest of sight glanced down and saw the wildfire move closer to the trench Beshte was digging.

"Hapana!" the egret shrieked. "Kion! Nyota! The fire's at the trench!"

The two lion cubs looked up at the sound of their names and saw the same sight. Nyota's ears fell flat against her head, "Beshte!" she called out to her hippo friend. "Get outta there!"

Beshte looked up and saw the fire getting closer and, as quick as he could, climbed out of the trench and ran a few feet ahead. He sighed in relief when the fire hit the trench and slowly burned itself out.

"That was a close one, Big B." Bunga noted, patting the hippo's side as the Guard regrouped.

"Good work, everyone." Kion praised, glancing to each one of his friends. Ono landed between Nyota's shoulders, taking a quick breath. "How bad's the damage?" the Guard's leader asked, glancing to the bird.

"I'll see what I can see." the egret took off and scanned the area, seeing a few burnt patches. "Not bad, Kion." Ono reported. "Looks like the zebras still have plenty of grass left to eat."

"The zebras!" Nyota gasped as her eyes widened, remembering the herd that was currently panicking about the Pride Lands. "Ono, where's Thurston and his herd?"

The egret focused his sight and quickly found the herd of striped animals. "They're still stampeding." he answered the female cub. "This way."

Kion glanced to his four friends, "Till the Pride Lands end..."

"...Lion Guard defend!" Nyota, Bunga, Fuli, and Beshte finished as they ran after Ono and Kion.

* * *

It didn't take the Guard long to catch up with Thurston and his zebra herd, the problem was the zebras were still in a frenzy and the Guard had trouble getting their attention. Fuli ran up to the herd's leader, "The fire's out!" she shouted.

Bunga jumped onto Thurston's back, tugging on his ears, "You can stop running now." he added, bringing the zebra to a stop. The rest of the herd followed suit.

The Lion Guard moved to stand in front of the herd, "Now that you're all calm now, can you tell us what you saw when the fire started that caused you all to panic?" Kion asked gently.

"Well..." Thurston sighed, "...I saw the grass."

"Because you were grazing?" the Guard's fastest arched her brow with an unenthusiastic look.

"Why, yes." grinned the zebra leader. "Then I saw a big flash of bright light."

"I actually know what he's talking about." Ono spoke up from his perch on Nyota's back. "Lightning must have started the fire."

"Lightning?" Beshte repeated. "But there was no rain."

"That's because it's dry lightning." Nyota clarified, glancing to the hippo. "It doesn't bring rain."

The Guard's keenest of sight shrugged his shoulders. "Quite common in the dry season, really." he added. The Guard's wisest nodded in agreement.

Kion stepped forward, "Well there's nothing to worry about now." he assured the herd. "You can all go back to grazing."

"Fabulous." Thurston sighed with a flip of his mane. He began trotting off with his herd in tow.

Nyota cleared her throat to get the herd to stop, "Your grazing grounds are this way." she motioned her head in the opposite direction. Seeing the slightly confused looks in the zebras' eyes, the lioness cub lowered her muzzle and sighed, "Better show 'em home, Ono." Nyota suggested, glancing to the egret on her back.

"Affirmative." Ono nodded, taking off. He circled around the zebra herd, "After me, zebras." he called out, flying back towards their grazing grounds.

Thurston looked to his herd, "You heard the bird." he said with a stomp of his hoof. "After him." They took off after the Guard's avian member.

"Zebras." Fuli sighed with a roll of her emerald colored eyes, sharing a glance with Nyota.

"Ah, yes." a voice sighed from the tree behind the Guard. "Much better."

The five animals turned and saw the Royal Mjuzi sitting criss-crossed on a branch, his eyes closed. "Papa?" the cream-furred cub questioned with an arched brow, "I thought you were training Makini for the painting ceremony tonight?"

"Makini is training." Rafiki answered, keeping his eyes closed. "I am taking a break from the noise." Nyota blinked in slight confusion.

"What noise?" the Guard's fastest member quirked her brow.

"The noise that is a young elephant, monkey and antelope!" exclaimed the older mandrill, who opened his eyes and rested his hand against his knee. "They are now living next to my tree."

"We've got new neighbors?" Nyota asked with a swish of her tail.

"But, why aren't they with their herds?" Beshte questioned.

Rafiki held up his finger, "Excellent question, young hippo. And one I could not ask." he replied. "They do not stop talking, except for when Makini talks."

"And Makini does like to talk." the female cub muttered with a slight giggle.

"We'd better find out why they're not with their herds." the Guard's leader suggested, glancing to his friends.

"Yes!" Rafiki agreed, jumping down from the tree. "And perhaps you and the Lion Guard can take them somewhere else." He grabbed his bakora that was leaning against the trunk and proceeded to walk with the Lion Guard back to his home.

* * *

As Rafiki and the Guard neared the large baobab, they heard four voices chanting "Bug! Bug! Bug!" coming upon the sight of a red-colobus monkey shoving bugs into his mouth, with Makini, an elephant and antelope continuing to chant.

"And Furaha beats his bug eating record!" announced the elephant.

"Bug eating record." Bunga repeated with a wide grin. He rubbed his paws together. "Wait till you see how many I can eat!" The honey badger ran towards the cheering group.

The Guard's wisest blinked her stormy-blue eyes, standing between her best friend and guardian. "Now I understand your problem, Papa." she stated, a small smile forming on her muzzle as she glanced to the Mijuzi.

Fuli let out a light scoff, "Yeah. You have three Bungas." she chuckled. "Well, four now." she corrected, after Bunga himself started cramming various bugs into his mouth.

"Makini?" Rafiki questioned sternly as he stepped forward, his eyes landing on his young apprentice. "Is this practicing?"

"I was just taking a little break, for inspiration." Makini defended, chuckling dryly. She turned around and started climbing up the baobab tree. "But now that that's over I can really, really focus on painting."

"Hey Chama. Mzaha. Furaha." Beshte greeted the elephant, antelope, and monkey respectively as the Guard approached them. "Why aren't you guys with your herds?"

Chama shrugged his shoulders, "They kicked us out." he informed. "You know how it goes."

"Kicked out?" the hippo repeated. "By your own herds?"

"Why?" Kion asked, curious to know the answer.

"Beats...me." Chama belched, Mzaha and Furaha doing the same.

Nyota recoiled, shaking her head, "I think I can understand why." she mumbled, sharing a look with Kion.

"I'm sure it's some kinda misunderstanding." Beshte assured, trying to maintain the optimism. "Your herds are probably worried about you."

"We can take you back to your families." Kion offered. "If that's what you want."

"Yes, yes. Back to their families." nodded the Royal Mjuzi, wanting to be rid of the commotion causing trio. "Being with your herd is part of your role in the Circle of Life." he added with a wave of his hand.

"Circle of Life?!" Chama exclaimed, looking to his two friends. "In that case, we better go back!"

"You said it." Furaha nodded in agreement.

"Indeed." added Mzaha.

Chama lowered his trunk at a sudden realization, "But, uh, guess that means we three gotta say good-bye, huh?"

"But without you two fun guys, I'll just be one fun guy." Furaha said, pointing to himself.

Ono swooped down and landed on Nyota's shoulder, his eyes on the Guard's leader. "Thurston and his herd are all home safe." he reported with a grin on his beak.

"Great work, Ono." Kion gave a nod. "Now I'll need you and Nyota to take Mzaha back to his herd."

The Guard's wisest and keenest of sight exchanged and look and a smile, before facing the prince. "Affirmative." they replied in unison.

Kion looked to his honey badger friend, "Bunga, we'll take Chama back to Ma Tembo's herd." he then looked to the cheetah and hippo, "Fuli, you and Beshte take Furaha back to his troop."

"You got it, Kion." Beshte nodded. Fuli rolled her eyes.

"Okay, you three." Kion said to the trio, "Let's take you back home."

The three animals looked to eachother with sad expressions, "Chama cha Mzaha na Furaha." they all said in unison, before bumping their rear ends together and going their separate ways.

* * *

Nyota stood before the sable antelope leader with Ono perched on her shoulder. "I don't care what the Lion Guard wants us to do." Bupu huffed, turning his snout up slightly. "We aren't taking Mzaha back."

"But he's one of your kind." Ono reminded, outstretching his wings on either side and flapping them a few times.

"And he was sent away for good reason." replied the herd leader.

Nyota sighed, her ears falling to the sides of her head, "Okay, look. I understand Mzaha might be a little..." she began to say, watching the teenage antelope charge into a tree trunk and let out a loud laugh, "...different, but shouldn't he be with his family?" When the antelope's expression didn't change, Nyota added "Please, Bupu?" and widened her eyes just a little bit, giving the antelope a wide smile.

"Ah, yes. Very well." Bupu agreed, looking into the lioness cub's eyes. "It never hurts to be polite." he added. Bupu turned his head towards the laughing antelope, "Mzaha, you are back with the herd!"

"Oh, goodie!" cheered Mzaha as he leaped into the air. "I'm back! I'm back!"

"Thanks, Bupu!" Nyota grinned, her and Ono tipping their heads before the cub took off away from the antelope herd.

* * *

Nyota skidded to a halt once she was a fair distance away and caught her breath. "You got out of there awfully fast." Ono noted, still perched on his lioness friend's shoulder.

"I just didn't want to give Bupu any time to change his mind." Nyota panted, followed by a small giggle. "You know how he gets." A low rumble of thunder caught her attention and her ear twitched, "You hear that, Ono?"

Both Guard members turned their heads towards the direction where dark clouds were forming, another low rumble catching their ears. "Those clouds don't look too friendly." the wisest member noted.

"Indeed." agreed the keenest of sight, who was hovering a few feet above her. "It looks like we might have to deal with another dry-lightning fire like this morning." Ono flew down and met Nyota's eyes, "We'd better tell Kion."

"Agreed." Nyota nodded. The two ran off towards Pride Rock.

* * *

"Well, Furaha is back with his troop." Fuli informed as her and Beshte made it to Pride Rock, where Kion and Bunga were waiting.

"Ma Tembo took Chama back too." Kion replied. "And I'm sure Nyota and Ono are on their way back from returning Mzaha back to the sable antelopes."

"I bet they're all happy to be with their families again." Beshte thought aloud, his ears wiggling.

"Yeah." Bunga nodded in agreement. "I'll miss 'em though. Not everyone in the Pride Lands can burp their name. It's a talent." he chuckled. The honey badger looked out ahead and saw two animals coming towards them, "Hey, there's Nya and Ono." he pointed out.

Nyota came to a stop and caught her breath, with Ono perching between her shoulders. "Hey Nyota. Mzaha get back to his herd alright?" Kion asked, padding up to his friend.

"Huh? Yeah." the female cub breathed out. "Bupu took him back no problem."

"But on the way back, we actually found a problem." Ono added.

Fuli arched her brow, "What kind of problem?" she asked.

Nyota and Ono turned around and motioned out over the savanna, where the storm clouds were gathering. "We heard the thunder on the way back from the sable antelopes' grazing grounds." Nyota informed.

"More dry lightning's heading this way." Ono added.

"Lion Guard, we've gotta make sure nobody's near where that lightning's gonna hit." Kion ordered, glancing to each member of his team.

Nyota met the lion prince's eyes, "We should check the watering hole first." she suggested, motioning out towards the plains to clarify which watering hole to check.

"Why Nya?" Bunga questioned with a shrug of his shoulder.

"Because it's not safe to be near water in a lightning storm, Bunga." the Guard's wisest answered.

"Common knowledge, really." added the Guard's keenest of sight.

"Alright everyone, let's go." Kion looked to his team, before his eyes met Nyota's. "Till the Pride Lands end..."

"...Lion Guard defend!" the rest of the Guard shouted as they ran towards the lightning storm.

* * *

Elsewhere in the Pride Lands, Furaha, Mzaha and Chama all decided to willingly leave their herds and form their own family because they felt they were three of a kind. The trio of friends ran around the Pride Lands, laughing as they did what they did best, joke and play.

* * *

More thunder crashed around an enclosed watering hole that spooked the occupants, a large elephant and two young hippos. "Everyone! Get away from the water!" warned Fuli as she sped up to them, standing on a rock at the edge of the watering hole. "There's a lightning storm!"

"A lightning storm?" Zito the elephant repeated.

"But, there isn't any rain." one of the young hippos pointed out as the Guard ran up to them.

"That's because it's dry lightning!" Ono exclaimed, hovering over the animals. "There isn't any rain!"

"It's dangerous to be near the water." Nyota added, glancing to the three Pride Land animals. "Follow us and we'll get you to safety." Her and Kion turned on their heels and ran to the edge, but a flash of lightning caused them to skid to a halt. A fire sparked where the lightning struck, cutting off their exit.

"Fire!" screamed the young hippos, their eyes growing wide.

"Oh, no." gasped Zito.

"We need another way out." Kion said looking between Ono and Nyota. The avian member of the Guard circled around and found another exit out of the watering hole, and motioned for them to follow.

Just as they reached it, another flash of lightning struck and sparked another fire, trapping the Guard, Zito, and the young hippos. Kion looked to Nyota, "Could Zito spray us a path out?" he asked her, the prince's ears falling to the sides of his head.

Nyota quickly cast a glance around before shaking her head, "No, there's not enough water." she answered, her own ears falling against her head. "We're gonna need to find another way." The young lioness scanned the area, keeping herself calm as she came up with a plan. A gentle wind blew past, spreading a few embers to another part of the Pride Lands.

* * *

In another part of the Pride Lands, Makini was working on her painting, standing near a bed of leaves. She took a step back, admiring all the colors she used. "So, what do you think?" she asked, glancing to her mentor.

Rafiki carefully looked over the artwork, "I think..." he began, but a troubling scent caught his attention and he sniffed the air.

"Oh, do we need to smell the painting too?" Makini questioned.

"Not the painting, Makini." Rafiki shook his head, reaching for his bakora staff. "Smoke."

"Smoke?" the younger mandrill gasped, grabbing her staff as well as she followed her mentor. Just outside of the tree, another fire had started. "Rafiki, we're trapped!" Makini gasped. "What do we do?"

* * *

From the air, Ono spotted the smoke in the distance. "Hapana." he gasped, focusing his eyes. Once he saw that the smoke was from a fire at Rafiki's tree, he let out a squawk loud enough to get the Guard's attention.

"Ono?" Kion questioned. "What's wrong?"

"Rafiki's tree!" the egret exclaimed. "It's on fire!"

Hearing that, Nyota's ears fell back against her head, "Are Rafiki and Makini okay?" she asked, her voice laced with worry. "Can you see them, Ono?"

The small bird just shook his head in response as he flew down eye-level with the cream-furred cub. "I'm sorry Nyota, I can't see them." he answered. "There's too much smoke around the tree."

Nyota let out a shuddering breath as her eyes welled with moisture. Seeing the distraught look in her eyes, Kion turned over his shoulder, "We need that rock, Beshte!" he yelled to the strongest member of the Guard. "We've gotta get everyone outta here and go help Rafiki and Makini."

"I'm on it, Kion!" Beshte yelled back, bracing himself against the large, flat stone they were going to use as a ramp to get out.

Kion gave a nod and turned his attention back to Nyota, who was being comforted by Ono. He was perched on her right shoulder and rested his left wing on her neck. Kion brushed his paw against Nyota's and brushed his nose against her cheek, making the lioness look at him. "Once we're all outta here, you can go on ahead to help Rafiki and Makini. We'll be right behind you." he told her, giving her a smile. "Ono, go with her." he added, glancing to the egret.

The Guard's keenest of sight nodded, a smile on his beak. "Asante, Kion." Nyota said, returning the young prince's smile. She rubbed her forehead against his cheek before nudging her head under his chin, calming down when she felt Kion brush his chin against her ear and place his paw over hers.

"Twende kiboko!" Beshte grunted as he pushed the rock over a portion of the fire surrounding the watering hole.

Zito and the two young hippos ran up the rock, followed by the Lion Guard members. Once they were all clear from the flames, Kion gave Nyota a nod, which she returned before running towards her home with Ono flying above her. Even with some distance, Nyota could still hear and feel Kion's Roar as he used it to extinguish the flames.

* * *

"Ono, can you see them?" Nyota asked, looking up to her egret friend.

Ono narrowed his eyes and focused, spotting the two mandrills a few yards away from the tree, watching the fire. "I see them Nyota! They're safe!" he answered, looking down at the female cub.

Her eyes widened as she wondered how they managed to get out of the tree. She looked ahead and sighed in relief when she saw her guardian and surrogate sister. "Papa! Makini!" she called out, running up to them. She rubbed against the white fur on Rafiki's chest, breathing out another sigh, "Thank Mufasa you're okay." Nyota rested her head against Makini's, who wrapped her arms around the cub's neck.

"How'd you guys get out of the tree?" Ono asked, hovering over the three.

"Chama, Furaha and Mzaha saved us!" Makini answered, her arm still draped around Nyota's neck.

Nyota blinked and looked towards the tree, and saw the three males working on putting the fire out. "Huh." she breathed, a smile crossing her muzzle. She glanced up to Ono, "Come on Ono. Let's get this fire out."

"Affirmative!" the egret saluted. Ono swooped down and blew some dirt over part of the fire while Nyota ran and skidded around, kicking up more dirt and putting out another portion of the fire.

It wasn't long after that Kion, Bunga, Fuli, and Beshte arrived and started helping as well. In no time, the fire was almost completely out. "We've almost got it!" Kion stated.

"There's just one small fire near the base of the tree." Nyota noted. She glanced up to Chama, "Care to do the honors?"

"My pleasure." the elephant replied, saluting her with his trunk. Chama sucked up some dirt with his trunk and, with a loud trumpet, sprayed it over the fire and extinguished it, earning cheers from everyone else.

"Great job, everyone!" Kion praised as everyone regrouped.

"My tree. It is saved!" Rafiki exclaimed with a wide grin and a laugh. "Thank you, Lion Guard." he tipped his head respectfully to the Guard, before looking to the trio of animals that saved him and Makini earlier. "And you three, there are no words."

"Hey, no problem, Rafiki." Chama replied.

"We're just glad you and your tree are safe." Mzaha added.

"Yes." Nyota breathed, glancing to the large baobab before looking to Chama, Mzaha, and Furaha. "But, if it couldn't have been saved, we could've always found somewhere else to live." she admitted in a soft voice, "But family..." she glanced between Rafiki and Makini, "...that's irreplaceable."

Makini's eyes welled with moisture as she wrapped her arms around Nyota's neck and laid her head on her shoulder. Nyota ran her nose over Makini's hair, before pulling back to meet her eyes. She turned and glanced up at Rafiki, nuzzling up against his chest while the older mandrill wrapped his arms around her and kissed her forehead. Nyota stepped back, looking to the teenage elephant, antelope, and monkey, "So thank you, for saving my family." she continued, a small tear falling from her eye as both Rafiki and Makini draped their arms over her neck and shoulders.

Furaha sniffled and wiped his eyes, "It's the least we could do." he replied, sniffling again.

"Yeah." Mzaha nodded. "After all, you and the Lion Guard have saved us Pride Landers dozens of times."

"So it's only fair we help save your family and home." Chama finished.

"That's so beautiful." Beshte sniffled, getting teary-eyed himself.

Rafiki cleared his throat, "If my tree feels like home to you, then you should stay." he offered. "But perhaps you could be a little quieter?" At that comment, Makini and Nyota let out a small chuckle.

"What an offer, Rafiki, thank you." Chama replied, tipping his head respectfully.

"We do think you're a fun guy. That's why we originally wanted to live near your tree." Furaha added.

"But then we found a nice tree over by Big Springs." Chama continued. "We can be as loud as we want. It feels like home."

"Yep." Mzaha nodded. "It's perfect for our family."

Bunga scratched the back of his head. "Your family?" he repeated, raising his eyebrow in confusion.

The teenage elephant nodded. "Maybe the reason why we don't fit in with our own herds is 'cause we already have a family."

"Each other!" the trio shouted. "Chama cha Mzaha na Furaha!" They bumped their chests together and burst out laughing.

The rest of the Lion Guard exchanged a glance, with Kion shrugging his shoulders. "Makes sense to me." the prince said.

Nyota's tail swished side to side, "Well, then at least be our guests at tonight's ceremony for the Royal Family." she offered, exchanging a glance with Rafiki, who nodded in agreement.

"Yeah!" Chama cheered.

"We would love to!" Furaha exclaimed, jumping onto his elephant friend's back.

"Thanks!" Mzaha grinned as he leaped into the air.

Makini's olive colored eyes widened, "The ceremony." she gasped, her palms on her face. "I hope I'm ready."

"I'm sure you'll do just fine." Nyota assured, bumping her shoulder to the younger mandrill's.

* * *

At sunset, various animals gathered at the base of Pride Rock. The Royal Family sat together, Nala sat between her two cubs. Nyota sat beside Kion, with the rest of the Guard beside her and Ono on her shoulder, and Chama, Mzaha, and Furaha behind her.

"As you all know, it is the duty of every Royal Mjuzi to keep the history of the Pride Lands alive." Simba announced, standing next to the two mandrills. "Today Makini will take yet another step in that role. Rafiki." He glanced to his Royal Mjuzi before padding down and sitting between Nala and Kion.

Rafiki turned to his apprentice, handing her a gourd bowl full of paint, "Ready?" he asked.

Makini took the gourd bowl from her mentor, "I think so." She took a deep breath and rested her forehead against her bakora to concentrate. She faintly heard the voices of the past whisper on the wind, "Shwari!" she grinned, as she began to paint on the base of Pride Rock. Once she was finished, she stepped back, "I did it, Rafiki!"

The painting was a portrait of the Royal Family; Simba and Nala side by side with their cubs in front of them. Rafiki smiled proudly and placed his hand on his apprentice's shoulder, "Yes, you did, Makini." he praised. "Yes, you did."

A smile crossed Nyota's muzzle as her tail swayed behind her.

* * *

**A/N 2: Well, that's the end of the chapter! Hope you guys enjoyed it. Now, remember, this is not the only series I've got on the site, so I won't be devoting all my time to this one story. Like I said in the first Author's Note, writing is therapeutic for me and if I'm getting constant reviews begging for updates, it takes the fun out of it. I also have spurts of inspiration where I want to work on other stories as well. I haven't abandoned this series, in fact I've pretty much got it all planned out. Like I said, if any of you have personal questions about this series, create an account and PM me, I will be happy to answer as best I can without giving spoilers, unless you ask for them. **

**Thanks again for your patience and I look forward to seeing your reviews. **

**~Cyber**

**Next time: **_**The Lion Guard head to the Outlands to help their hyena ally, Jasiri, and Scar's looking to recruit other Outlanders to join his army.**_


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